Monsters In The Closet (Demons In Our Hearts)
by FrozenFlames12
Summary: Peter Parker is kidnapped. Peter, not Spider-Man. SHIELD is grasping at straws trying to find a motive and a culprit, but the only evidence is a broken, bloody arrow. The heroes of Earth are desperately searching for the Web Slinger whom had been a friend to most of them. On the other side of the world though, HYDRA has a new test subject. They're eager to see what makes him tick.
1. Chapter 1

_**THIS TAKES PLACE IN THE ULTIMATE SPIDER-MAN CARTOON, BUT IT ALSO HAS ELEMENTS OF OTHER SHOWS LIKE AVENGERS: EARTH'S MIGHTIEST HEROES AND AVENGERS ASSEMBLE THAT WILL BE **_**_REFERENCED. FURTHER MORE, THIS IS VERY LOSE IN TERMS OF CANNON!_**

**I do not own Ultimate Spider-Man. If I did, Venom and/or Carnage would show up more and want to bond with Spider-Man more.**

**This takes place just after season 3, but with Scarlet Spider.**

**Note: I have only half watched season 3 and only seen some of season 4, however, I have heard a bit about it and past events don't matter too much for this fanfic. If I have anything incorrect or you want me to add something based on the season, please tell me and I can fix/add it. If you want me to ****incorporate something in from season 4, tell me and I might.**

**Note 2: I will often refer to heroes in their civvies in both identities, like calling Peter Parker "Spider-Man", even when he isn't in costume. Any hero nick names can be used at any time, like calling Spider-Man the "Webbed Warrior".**

**Note 3: Season four doesn't matter**

**Changes to Canon:  
**

**-Harry is Partioteer in season 3**

**-Triton and the Inhumans never show up and are not present at all**

**-Scarlet Spider meets and joins the team in season 3**

**-Anti-Venom was created in season 3**

**-Ka-Zar, Zabu and Rhino are not present (I originally had them in the story, but edited them out. If you see either one of their names, please tell me so I can fix it)**

**-Miles is in Peter's dimension, but his Green Goblin is not**

**-Vulture is now Spider-Man Homecoming version because I loved that version**

**-Scarlet Spider may be OOC taking on the roll of the big brother who will insult you and seems to hate everything, but deep down, he will care.**

**Chapter 1**

Inside a large, dome shaped arena, the Avengers, the teachers and the students where all fighting against each other. The object of the game- I mean, training exercise was simple, don't seriously injure anyone, anything goes so long as it's not able to harm or traumatize someone and the last person standing gets 50$ from everyone else in the room. So far no one had been eliminated since the game had just started and everyone was fighting hard. Teams where unadvised, but it looks like the assassins, Black Widow and Hawkeye, were working together as well as Cloak and Dagger, no surprises at the latter.

Tony Stark, AKA Iron Man, flew above the battle with his repulsors. "Alright people, let's start strong," He said in a cocky attitude. Speakers became visible in his armor. "What are you ganna do?" Spider-Man asked as he dodged a boomerang sent at him by Scarr. "Music us into submission?" Iron Man smirked at Peter's taunts. "Something like that," He said with arrogant smugness. A loud screeching sound blared from his speakers. Spider-Man heard loud yells of pain coming from all around him. It took him a moment to realize that he too was yelling in pain. Spider-Man hardly registered his knees slamming into the ground. His head was rattling in his skull.

Around him, the spider themed hero faintly noticed others on the ground. Hulk, Kid Arachnid, Scarlet Spider, Captain America, White Tiger, Black Panther, Squirrel Girl, Agent Venom, A-Bomb and Skaar were all on the floor with him, hands covering their ears, trying desperately to block out that awful noise. Just before Tony could call them all out. Spider-Man leapt up and webbed his speakers up. The noise was muffled to a low buzz. Peter threw Iron Man into the wall with enough force to crack the metal of the wall and dent the Iron Man suit. "Don't **ever** do that again," Spider-Man hissed, his ears still ringing. Spider-Man's voice held a dark undertone that surprised a few in the room. Iron Man nodded and shot him away and the fight continued, many of the superhumans going after Stark for that stunt with the speakers. Ben looked to be amung the most persistent.

"Down!" Spider-Man called out, as he pinned Hawkeye to the ground beneath him. Said archer grumbled and sat down on the bench with a bag of popcorn. Spider-Man's spider sense went crazy and he jumped backward just in time to dodge a hit from the Hulk. "Agent Venom!" Spider-Man called, "Wanna team up?" Flash was currently in a fight with Captain America, but he made the time to reply. "Sure, split the prize 50/50?" He called back. "Fine by me," Spider-Man called, as he did a backflip to dodge the Hulk's fist and shot webs in the green giant's eyes.

Hulk roared in anger. "Just because Hulk likes you Bug-Boy, doesn't mean Hulk won't smash you!" Peter didn't comment, he was too busy dodging the Jade Giant's huge fists. Peter had gotten in a few solid hits, but neither he nor Hulk were really doing damage to the other. With a plan in mind, Peter jumped into the air, flipping over Hulk and forcing him to ram into Thor, due to the Green Giant being unable to stop his momentum. The god of thunder slammed his hammer into Hulk the second Hulk rammed into him. Thor and Hulk immediately engaged in combat; throwing punches left and right. Lightning filled the room, but was insulated by the metal the training room was made of.

Peter smirked at this, but was slammed into by White Tiger. "You're going down Web-Head!" She snarled, her claws out. Spider-Man gave a hiss of pain as he kicked her off of him. Small drops of blood fell to the metal floor. Red lined her claws. "Maybe," Said Spider-Man slyly, "Or maybe I take you down." An air of smugness became apparent around him. "Wha-" White Tiger couldn't even finish before the ground was seemingly swept out from under her. "Down!" Peter called with a snigger, as he removed his webs. Ava growled, she had been tricked. With a string of curses muttered under her breath, White Tiger sat on the bench next to Hawkeye.

Black Panther was Peter's next challenge. With a smirk, Peter shot out his webs, but stopped them before they could hit anything. They measured at about 5 feet. With a smirk, Spider-Man used his webs like a whip. Black Panther barely sidestepped the first strike and he had even more trouble moving out of the way of the second. Heads turned at the cracking sound that Spider-Man's webs were making. "Tell me he does not have whips!" It was Iron Man who shouted. Kid Arachnid looked the least surprised out of anyone. Peter once again whipped his webs, though this time, the king of Wakanda went to his knees when the first connected squarely to his chest, and the next slammed into his jaw. Peter lunged forward and pinned the black coated hero to the ground. "Down," He said after fifteen seconds.

"Flash! Wanna show them our new move!?" Peter shouted to his ally, as he detached his web shooters from his wrists. "You got it!" Flash told him, as he caught the web shooters that Spider-Man threw to him. "What are you two doing now!" Snarled Scarlet Spider as he was punched by Dagger. With ease, Flash quickly attached the web shooters to his wrists. Agent Venom delivered a sharp kick to Captain America's jaw. The super solder stumbled back, rubbing his jaw that had made a loud _crack_. It wasn't broken, but it would hurt like hell for a while. Captain America was a good sport, as always, praising him for the hit before resuming combat. "Any time now!" Called Spider-Man as he jumped over Falcon and delivered a swift kick to his jaw. Falcon was knocked away.

"Oh, yeah!" Called Flash. Spider-Man jumped over to his former bully, slamming into Captain America's side and knocking him into the wall, which dented from the pressure. Spider-Man and Flash gripped each other's hands, and Venom slipped off of Flash and seeped onto Peter, leaving Flash in a standard S.H.I.E.L.D uniform with Spider-Man's web shooters. Black goo spread across Spider-Man, but he didn't fight it. He and Flash had practiced this and after countless nights of mental training and more than a few bloody fights, he could control it. In their training, Peter had lost command of Venom a lot, but that just drove him to master this move. When he had gone over an hour in the symbiote skin without loosing his mind, he had nearly cried with joy. He _hated_ the feeling of loosing control to Venom.

At the appearance of Venom, everyone, save Flash and Amadeus, raised their weapons, or fists, at Peter. They clearly thought that the symbiote was in control. Nova flew at him, his fists and body glowing a bright blue. "Get off my friend!" Skaar also charged, pulling back his fist, as he too sped towards the huge, black figure. Venom grabbed Nova and threw him into Skaar. Both heroes went tumbling to the ground. "Down," Venom said, his voice deep and gruff, with traces of a menacing hiss and the barest hints of amusement and a snigger.

"Relax, buckets for brains. Me and Spidey have been practicing this for a while, he's in control," said Flash as he activated the web shooters. "I think." Everyone pretended that they didn't hear Flash mutter that. Two webs came out, hardening, but still maintaining flexibility, they looked a lot like the whips Spider-Man was using earlier. "Oh great! Now Flash has whips!" Once again, the comment came from Iron Man, who was then slammed into the ground by Scarlet Spider. "Down," The hero proclaimed to the Iron Avenger. "Oh, come on," Tony said as he went to the bench.

Nova and Skaar, after regaining composer, sat down beside Hawkeye and Black Panther; grumbling under their breaths. The specifics of what the two heroes said is better left to the the creative imagination. They were soon joined by Squirrel Girl and She-Hulk, who were knocked out of the competition by Cloak and Red respectively. Venom managed to pit Hulk against Red and escape a fight with the gamma powered giant, who had grown bored with Thor. All he had to do was remind Hulk that Red had hurt Jen and those two are now throwing punches like high schoolers throw food. It was actually impressive to watch the two titans fight.

Heat filled the air as Red's anger grew, but it wasn't really registered because as soon as Red started to glow with invisible fire, Fury pushed a button on the tricarrier that released snow into the arena. Confusion stopped a few fights, but it was not the most unusual thing that had happened during a training exercise. Fury had done all sorts of weather and situation simulations. Everyone in the room was used to him making all of their training sessions 'interesting' as he called it. The snow continued to pour into the training room, followed by a frigid cold. Spider-Man resigned himself to the fact that it wouldn't stop any time soon.

Venom, for the most part, kept him warm, and well away from Red, who, while cold, was generating his own little pocket of heat. Venom didn't particularly want to find out if Red's fire could hurt him. Red melted most of the snow he came into contact with, creating puddles of water that soon became ice when Red moved away. It was defiantly either below zero, or not too far off from it. The ones who were knocked out even found some thick blankets too keep them warm. Some of them even huddled together for extra warmth coming from each other's body heat.

A few minutes later, Venom had taken out Powerman with a sharp punch to the gut and a well placed kick to the back of his head and Dagger by blinding her with a snowball before sweeping her feet out from under her. Hulk had eliminated Red (no surprises there) when he got the angry red giant in a head lock. Thor had taken out Black Widow by means of severe electrocution. Scarlet Spider had beaten Cloak when he punched him in the stomach and face, while Iron Fist had eliminated Iron Spider by pinning him to the snow covered ground. Kid Arachnid and Squirrel Girl had been eliminated eliminated by A-Bomb when he rammed into them at impressive speeds. Now only Venom, Thor, Hulk, Scarlet Spider, Captain America, Iron Fist, Iron Spider, Falcon, A-Bomb and Flash were still in. Hulk took out Falcon quickly with an angry punch to the face before Iron Fist pinned down Captain America with a piece of Spider-Man's webbing that was on the floor.

Venom was locked in a fist fight with Scarlet Spider, and red and black clad hero was starting to get exhausted, the cold didn't help either, it just made the heroes lose their breath faster. "Getting tired are we?" Venom asked with a smug tone, his hiss had never been more presented or obvious, mostly due to the cold making his voice slightly more raspy. Finally, Scarlet Spider aimed a clumsy punch at Venom's face, which the symbiote caught. Ben was then slammed into the nearest wall. "Down," Venom called out to his winded opponent. Scarlet Spider gave him a good natured salute and went to go sit down by Captain America; holding his side as he went.

"Down, little man." Venom heard Hulk say. He turned around to see Hulk pinning Iron Spider to the, now completely white, ground. Iron Spider accepted defeat and calmly walked to the benches where he sat beside Scarlet Spider. "Spidey!" Venom turned at his team mate's call. "I would like to have my symbiote back now," Flash said dodging a punch from Iron Fist and swinging his web whips at the monk. Iron Fist expertly dodged and aimed a punch at Flash, which was also avoided. They each used the ice on the floor to slide out of the way of blows.

Venom ran over and rammed Iron Fist into the wall. The symbiote enhanced Peter was nearly sent sprawling to the ground from the ice. The monk fell to the ground in a daze, "Down." Spider-Man took Flash's hand in his own and Venom returned to the blond teen. Iron Fist silently walked to the bench, where he sat crosslegged next to Powerman. "Thanks of the assist," Flash told Spider-Man, obviously referring to Venom knocking out Iron Fist. "No problem," Came his reply. Suddenly, out of nowhere, a giant, blue, spiked ball almost barreled into Spider-Man. Luckily, his spider sense told him of danger and he back flipped over the sphere, catching and reattaching his web shooters in the process. (Flash had thrown them at him)

A-bomb ricocheted off the wall behind Venom, who moved out of the way as well, and crashed right into Thor, who was once again exchanging blows with the Hulk. The blow sent the Asgardian crashing to the ground. A-bomb uncurled himself and shouted rather loudly, "DOWN!" Spider-Man flashed a grin at A-bomb, not that the blue Hulk could see it. "Nice shot, I'm glad it didn't hit me," Spiderman said in a impressed and overly exaggerated tone, aiming the second half of the comment towards a dazed Thor. Hulk, Spider-Man, A-bomb and Agent Venom all stared at each other and the spectators were on the edges of their seats, this was bound to be a great fight.

Hulk lunged, slamming his fist into Agent Venom's chest, sending the SHIELD student flying to the wall. Spider-Man barely had time to dodge a hit by A-bomb when the blue hulk took advantage of his distraction. "So..." Spider-Man tried to start a conversation, "How has smashing been lately?" A-bomb came rolling at him again, uncurling the moment he got close to aim a punch. Spider-Man sidestepped and slammed his heel into the back of A-bomb's head. "Smashing? It's been good Spidey. You know, you're always welcome to join," A-bomb responded. "I-ll think about it Big Blue," Spider-Man said. Just then, Hulk was thrown into Spider-Man. Both went tumbling to the ground. "Down, and sorry Spidey."

"Friendly fire!" Spider-Man shouted indignantly at Agent Venom, who had been the one to throw the Hulk. His words were slightly jumbled and slurred. Both heroes went to the bench, Peter stumbling in somewhat of a daze. Being hit by the Hulk was like being hit by a freight train. "Owwww," Spider-Man moaned as he collapsed on the floor, earning a few concerned looks. "I think I've broken my... everything." Hulk looked slightly sheepish. "Sorry Bug Man," He said. "It's fine Big Guy. I heal fast," Spider-Man said, sitting up slightly. "You got _Hulk_ to apologize!? What's your secret?" Hawkeye asked. Spider-Man rolled his eyes under his mask and didn't bother to respond.

Agent Venom and A-bomb were both exhausted, but they were determined to finish the fight the whole way through. With a sharp kick to the face from Agent Venom, A-bomb stumbled back. A powerful punch landed on the blue hulk's face before another hit his stomach. Agent Venom gave one more kick to his thigh before pinning A-bomb to the floor. "And that's game," He said loudly and arrogantly. Everyone stood from the bench or the floor and walked up to Flash to pay up. Spider-Man nearly fell over the moment he stood, but caught himself at the last minute.

Once everyone payed and he and Flash split the money, most people left to do whatever they did. "I'm going to go home and sleep for a year. Bye now!" Spider-Man said walking out, tripping over his own feet. White Tiger looked to Amadeus. "Make sure he gets home safely," She told him, staring after the hero. "I think I will," Amadeus said walking out after Peter.

**I've pretty much always had this headcanon where Spider-Man can use his webs like whips. Now, I finally get to use it!**

**One thing that may have confused people, Spider-Man with the symbiote is Venom. Flash is just Flash without it.**

**Ok, here's the list of heroes in training because even I got confused:**

**Spider-Man**

**White Tiger**

**Powerman**

**Nova**

**Iron Fist**

**Agent Venom**

**Iron Spider**

**Scarlet Spider**

**Kid Arachnid**

**Cloak**

**Dagger**

**Squirrel Girl**

**Captain America**

**Iron Man**

**Black Panther**

**Hawkeye **

**Black Widow**

**Thor**

**Falcon**

**Hulk**

**She-Hulk**

**A-bomb**

**Red Hulk**

**Skarr**

**A FAIR WARNING! THERE WILL BE TORTURE AND GORE IN THIS BOOK! IF YOU ARE ****SQUEAMISH, I DON'T SUGGEST READING!**


	2. Chapter 2

**Well my adoring fans, here's chapter 2! **

**And a special thanks to Poke-ranger21 for being the first to review! If you're reading this Author's Note, comment if you want a ****specific scene in a later chapter and I'll see what I can do about putting it in!**

"Come on! You guys were the ones who wanted me to be here instead of at home," Peter Parker, aka Spider-Man, shouted to his friends/teammates. He had been sitting at his house with ice on his head, still recovering from the Hulk being slammed into him by someone with super strength, when they came to him with a 'fun' idea. "Unless you guys are scared," He taunted. "Ha! You are! We just fought the Avengers and five Hulk's but you guys are scared of some old house!?" They each gave their own protests, but sped up their paces. "No way Punk," Said Ben, his arms crossed. Each of them were dressed as civilians for a night of horrors at an old abandoned mansion just outside of New York's city limits. Rumors say the house was haunted and cursed, so naturally this was the first place his friends though to take him for some fun. The old house was worn down and genuinely creepy as a whole. Graffiti littered the walls adding to the creep factor. He looked back at his group consisting of:

Sam Alexander, aka Nova, who was wearing a blue t-shirt with baggy tan pants

Ava Ayala, aka White Tiger, who was wearing a light brown, long sleeved shirt with short jeans

Luke Cage, aka Powerman, who was wearing a yellow t-shirt with jeans

Flash Thompson, aka Agent Venom, who was wearing a white shirt with a Midtown High jacket and baggy blue jeans

Amadeus Cho, aka Iron Spider, who was wearing a red hoodie and grey sweat pants

Ben Reilly, aka Scarlet Spider, who was wearing a white sweat shirt with a red and black jacket with dark grey ripped jeans

Miles Morales, aka Kid Arachnid, who was wearing a red and black hoodie with the spider logo on the back and grey pants

and Harry Osborn, aka Patrioteer, who was wearing a grey shirt with ripped blue jeans.

Peter found his Spider Sense giving him a minor headache, but he just waved it off as the house being slightly unstable. Peter tended to wave off his Spider Sense a lot actually. It was always humming about something, and the annoying thing was, it often acted up over what _could _happen and not what _would_ happen. The arachnid hero sometimes found himself getting a migraine over something as trivial as going down a flight of stairs. The only time he really gaves it any thought is when he was in battle, unfamiliar enemy territory, on patrol or if he just has a gut feeling about the day is going to go bad.

"There's no going back now my friends. But we must be brave, we must have courage, and we mustn't lose the hope for a better future. Even if we die tonight in the shadows my brothers, my sister, we will die heroes. We will be remembered in the stories of the future as legends," Peter said dramatically as they walked up to the front door. Scarlet Spider huffed and rolled his eyes, but he was smirking. Some sniggers were heard from the other boys. The lone girl, however, was not amused. Ava smacked his head, hard. "Ow," Complained Peter, rubbing the back of his head. "Shut up Web Head," She snapped, pushing open the door and walking inside.

The boys quickly followed her into the abandoned manor, not wanting to get left behind in the cold night. "You know Ava," Began Peter, "I'm honestly surprised you actually came along with us. You're usually the one telling us that things like this are stupid ideas and that we're all idiots for even thinking of them. Why the sudden change of heart?" Ava rolled her eyes. "I came because _someone _needs to keep you all in line. Plus, I was bored and this was something I thought would at least be somewhat interesting," She told the spider themed hero, "Besides, this could be seen as a team bonding exercise, which we are _supposed_ to be doing."

They each looked around the old manor, trying to find anything interesting. The place looked like it was ransacked, and, in all probability, it likely was. They noticed that most of the tiles were cracked and a few were either out of place or missing entirely. Wildlife and plants were present, a now gone bunny and many oversized tree branches and roots told them as much. A golden chandelier hung above them, collecting rust and cobwebs. Paint was chipping from the walls, but the sheer amount of graffiti made up for it. All in all, it looked like some place you would typically see in some cheesy horror movie where literally everyone dies in the end.

"Is anyone else's Spider Sense telling them to get the hell out of here?" Asked Miles nervously, his eyes darting around the large grand hall. "Since when is one of our Spider Senses _not _telling us to get the hell out of over half the places we've ever gone too? Or giving us a headache about walking too close to the street?" Countered Ben, his voice mildly boared. Peter had to admit, he had a point. "Touché," Said Miles, nodding. "Is that really what it's like to have a "Spider Sense"? It constantly buzzing in your heads about the smallest of things," Asked Luke. Amadeus looked at them, curious. He may be part of their Spider Club, but he, unlike most everyone else, had no powers, meaning no Spider Sense.

The Spider Group, Miles, Peter, Ben and Flash, each looked at each other, then back at Powerman. "Pretty much, yeah," They all responded at the same time. "Suddenly I don't feel so bad about not having one," Commented White Tiger. Nova just sniggered at his friends misfortune while Harry looked like he had had the biggest revelation in his life. "So that's why you used to say you had headaches, but never took anything for them of went to a doctor, no matter how many times I told you too," Harry said. Peter nodded in conformation. "My life suddenly makes sense again," Harry joked with a simile and a chuckle, to which his best friend lightly shoved him.

"When we get home, maybe you can let me run some tests and I can come up with something to temporarily dampen your spider senses," Iron Spider suggested. "No!" Yelled Miles, Peter, Flash and Ben at the same time, startling everyone. Nova even jumped and let out a small yelp, while tripping and falling to the ground. Each flushed red in embarrassment at the outburst. "Sorry Cho, but no matter how annoying it gets, our Spider Sense is part of our powers," Peter said. "I would defiantly feel vulnerable without it, besides, we've all gotten as used to the constant buzzing as we're ever going to get. I don't think any of us would feel very comfortable loosing it, even if only temporarily," Flash said. The Spider Group, sans Amadeus, nodded in agreement.

"It makes sense," White Tiger commented, "Like how sometimes my hearing or senses drive me crazy, but I don't think I would just get rid of them." Powerman nodded, agreeing with his teammate's words. "Wanna play hide and seek?" Asked Nova literally out of nowhere, causing everyone to stop walking and look at him. They were standing in front of the Dining Room "Why?" Asked Ben, eyebrows furrowed. "A) It will be super fun. B) It will provide the perfect opportunity for some wicked scares. C) It could count as stealth training, which we've been doing lately, so this could kinda count as studying. D) Blackmail. And E) We could all hear just how other people scream," Nova told them with excitement, his voice dipping into the insane with this last sentence. The group of heroes looked at each other and nodded. "Sounds interesting," Commented Flash.

"Are we really going to be playing this game in a supposedly haunted house?" Asked Miles. "Heck yeah!" Said Nova, "I can't wait to hear the screaming. I hope we get some awesome scares." Sam honestly sounded like a child. "Nope," Said Ben. "Please," Nova begged. "No." "Pretty please?" Nova was getting on Scarlet Spider's nerves. "No." Pretty, pretty please..." He began to draw out the words. "N-O," Scarlet said, pronouncing each letter slowly, like talking to a child. "Please~," Nova was getting on everyone's nerves now. "NO!" Shouted Ben. Before Sam could speak again, White Tiger yelled out, "For the love of- Both of you shut up! Nova, I don't want to hear another peep out of you," She snarled. Nova opened his mouth. "Not. One. Word," She growled, getting in his face. Nova closed his mouth. "And you-" Ava turned to Scarlet Spider- "You are going to play and that is the end of that discussion."

Wisely, Ben said nothing, sadly accepting his fate. Spider-Man, Nova and Luke didn't look fazed at all, but the new heroes had their mouths gaping. "Damn, White Tiger is scary," Amadeus whispered to Flash, who nodded in agreement with wide eyes. Miles who had over heard this nodded with Flash. "Remind me never to get on her bad side," Harry said to Luke, who chuckled at him. "Tiger's just irritated," He said, "She'll calm down in a minute or two." Peter just smirked as the shock wore off. "So... Hide and Seek anyone?" Asked Nova with the voice of a child. Ava glared at him while everyone else nodded in agreement. "Before we start, I have three questions. One, are powers allowed? Two, how will the rounds go down? And Three, who hides and who seeks first?" Asked White Tiger.

Sam looked around. "I vote yes on the powers," He said. "No," said Spider-Man, "It wouldn't be fair to Amadeus or Harry since they don't have powers and their suits are out in the car, or you without your helmet. You know what, even with your helmet you'd stick out like a sore thumb, Glowstick." "Oh, yeah," He realized. He left his helmet in his backpack out in the car along with the miniaturized iron suits of Harry and Amadeus, close enough if anything happened. "We can draw straws or something to see who goes first and I think that we should play until everyone is found, with no home base. If you get caught, come here. The first one found should be it, while the last one found should have 10 more seconds to hide than everyone else. The initial time for a person to hide should be one minute," Peter told them. "All in favor," Asked Flash. Everyone raised a hand. "Good idea Punk," Ben said.

"Ok," Nova said, "I'm thinking of a number between 1 and 200. The person furthest losses and is it, the person closest gets a ten second head start." "Wait, why do you get to pick the number, it guaranties that you won't be it," Challenged White Tiger. "Because the game was my idea, and besides, it also means I won't get the head start either," Nova said. "Seems fair," Flash commented with a shrug of his shoulders. White Tiger begrudgingly agrees. "Ok, pick your numbers," Said Sam impatiently, tapping his foot against the ground as he leaned against the wall of the Dining Room. "47." Peter. "89." Ava. "50." Amadeus. "107." Flash. "157." Luke. "63." Ben. "1." Miles. "74." Harry. "Well," Nova said, "The answer was 43."

"Damn it!" Powerman cursed. "Yes!" Peter cheered. "Better get moving Punk," Said Ben. The spider themed hero ran out without a word. "Start counting," Said Flash after Spidey's 10 second head start was up. Each of them ran from the Dining Room to go find a place to hide. Sam went with the classic hiding spot behind some thick curtains. Ava hid in a shadow under the stairs. Flash ended up in a closet, using his hands and feet to stay on the wall without using his powers.***** Miles had chosen to hide in a cabinet. Amadeus hid under a bed. Harry hid in a bathtub. Ben went to the Laundry Room, where he, like Miles, climbed into a cabinet while Peter had ran into Flash and was now hiding with him.

Both Flash and Peter nearly fell off the wall when they heard a loud scream, followed by minor cursing and what sounded like several things being knocked over and/or broken. 'Ava?' Mouthed Flash with a confused expression. Peter shook his head. 'Nova' he mouthed back. Agent Venom could barely hold in his laughter and Spider-Man had to fight off a smile. Flash and Peter ended up doing rock, paper, scissors out of pure boredom. They soon heard another shriek of surprise, this time coming from Luke. The following sick laughter was definitely Ben's.

When the closet opened, Powerman looked around and almost left without looking up... until he looked up. "Really?" He asked. Flash and I collapsed to the ground. "Even without using your powers you still hide while crawling on a wall," He said. "Yeah," Said Flash, dusting himself off. "Don't you know it," Joked Peter as he stood up. "Whatever," Said Luke leaving, "I still have to find Tiger, Miles and Cho." Peter and Flash smirked to each other, high-fiving as they walked back to the Dining Room together.

They were greeted by Harry, Nova and Ben. "Where were you two hiding? Together..." Nova asked, trailing off suggestively at the end. "In a closet," Flash blurted out truthfully. Both Ben and Peter slapped their foreheads at Flash's obliviousness and bluntness, while Nova just stared at him for a second, blinking before he fell to the ground laughing. Flash's eyes widened when he suddenly realized what Sam had been implying. "N-no, not like that! I-I mean, I-we weren't doing anything. I don't like him. I-I mean, I d-do like him, he is m-my friend! Ju-just not like that!" Flash exclaimed in a stuttering mess. His face was beet red. "Just kill me now," He muttered under his breath, gaze turned to the rotting wooden floor. Peter walked over to the still laughing Nova and sharply kicked him in the ribs.

"Ow!" Sam cried out, flinching and getting up from off the ground. "What the heck was that for Webs!" Nova asked as he dusted himself off. "Shut up," Peter told him before jumping up and lying down on the ceiling. "Dude, gravity. Ever heard of it?" Nova joked after a while of silence. Spider-Man ignored him, closing his eyes and waiting for the others to show up. He heard White Tiger walk in, muttering curses under her breath, with Amadeus following a bit later. Miles then came in with Luke trailing behind him. "and that's everyone," Luke said. Peter opened his eyes and detached from the ceiling, landing beside Ava.

The next round had Nova seeking and was won by Ben. Sam had found Ava first when she hid in the shadowed corner of a bedroom. The second person found was Miles, who had taken a page from Flash and Peter's book by hiding in a closet. Luke and Amadeus had hidden together in the Laundry Room. Luke barely fitting into the dryer and Amadeus climbing into the washing machine. Peter was found behind an old statue while Flash had been found in the Kitchen. Everyone was surprised it took that long to find him in the _Kitchen_. Ben was found when Amadeus saw his shadow, and spotted him on top of the grandfather clock.

After a few more rounds, Agent Venom had to seek. Ava took Scarlet Spider's place on top of the grandfather clock. Luke hid in the pantry. Ben hid in a closet. Nova once again hid behind the curtains. Amadeus hid in the shadows of a few large, overgrown leaves and the branch they came from. Miles hid in a bathroom. Peter had hidden on the ceiling, he didn't use his powers, it was just an easily accessed ceiling with wooden beams that he could hold onto while Harry hid in a bathtub... again.

Agent Venom had spent a good ten minutes looking before he found someone, or more accurately, someone found him. Peter, deciding he was board, jumped from his hiding spot and scared the hell out of Flash, who was right below him. Venom had leapt onto his host in defense, after Flash shrieked. After laughing for a good five minutes, Spider-Man calmed down. "So not cool, Spidey," Flash said, holding his heart and glaring at the other hero. "Sorry, couldn't resist," Spider-Man told his teammate, his laughter dying down into sniggers. "Well, you're out, so..." Flash walked away, leaving Spider-Man to head back to the Dining Room. He smirked when he got in there, opening up a cabinet, he saw Amadeus Cho.

Spider-Man placed a finger over his mouth, miming silence. He winked and silently closed the door, mentally laughing at the expression on his teammate's face. He waited in the quiet room for a while and was soon joined by Harry. "You were caught first?" He had asked, surprised. Peter's best friend had thought that he would either be greeted by Luke, or no one. "I couldn't resist the perfect opportunity to scare Flash, it was totally worth it," Peter replied. "So that's who that scream was." Another screech filled the house. The next one to enter the room was Luke, Peter and Harry were sniggering at his rather loud scream, followed by Nova five minutes later. Miles came in next, Ben coming in mere minutes later. After a good ten minutes, White Tiger came in, with the seeker, Flash, trailing behind. "Has anyone seen Cho?" He asked. Peter walked over to the drawer and opened it, revealing the little tech wiz named Amadeus.

Iron Spider climbed out of his hidy hole. "How did you even know I was in there?" Amadeus asked Peter. "I could smell you," Said Peter. "Oh." Nova raised an eyebrow. "You smelled him?" He sounded skeptical, and said it with his arms crossed. "Enhanced senses, Buckets for Brains, remember?" Spider-Man said sarcastically. "Hey," Said White Tiger, "Who was it that screamed the first time?" Peter couldn't hold in his laughter, falling to the floor in a fit of giggles. Flash glared daggers at his friend. "What's wrong with him?" White Tiger asked Harry. "The person who screamed was Flash. Peter scared the hell out of him," Patrioteer said. Flash's face was red with embarrassment. "What happened?" Asked Amadeus. "Pete here was hiding on the ceiling. When Flash was walking under him, he jumped down. Venom even came out for a sec," Harry said. Peter gasped for breath and quickly regained his composure. "Wicked," Said Ben with a sick grin, giving Peter a thumbs up.

"Well, you have ten seconds to run Half-Pint. I suggest you get going," Peter pointed out. Amadeus didn't have to be told twice. The super genius quickly ran out, followed by the rest of the teens ten seconds later. Spider-Man smiled slightly as they left, it was nice to have a reminder that deep down, they were all still kids. The Webbed Warrior was already calculating where each of them were likely to go. When their minute to hide was up, he left the creepy room to search for his hiding friends. Little did he know, things were about to go very, very wrong.

His Spider Sense screamed at him when he walked through a large door, so much so that he recoiled back in pure shock before he preceded with caution, slowly stepping into the room. Looking around, he could guess that the room was used for parties or dances. Spider-Man gripped his head. Ok, something was definitely wrong. He winced in pain at the loud buzzing in his head. "What is it?" He snapped quietly to himself, eyes darting around the room for what could've possibly made his Spider Sense go off like it did. His question was answered when a searing pain entered his right shoulder. With a cry of pain, Spider-Man looked at his chest. There was an arrow sticking out of it. Blood began to stain his clothes red.

With a grunt of pain, he snapped the shaft and ripped the projectile out of his body. His grip loosened on the arrow and he let it fall to the floor with a clank. Spider-Man was looking around wildly for the one who shot him. "Help!" He screamed for his team. His Spider Sense warned him of an attack. Peter sharply turned around, jumping into the air and slamming the heel of his foot on a man's jaw. There was a satisfying crack as the man went down with a thump. Something slashed across the back of his neck. Peter's eyes widened, his mouth opening in an O as he fell forward to the ground. Warm blood seeped from the wound, dripping down his back. The last thing he saw was a blurred figure before everything went black.

*** Ok, so Flash and Peter are not using their ability to stick to walls while they are hiding. They are putting one hand and one foot on each wall to the side of them and using their strength to keep them in place.**

**What do you think the main parring should be:**

**Peter x Flash**

**Peter x Amadeus**

**Peter x Ben **

**Spideypool!**

**Peter x MJ**

**Peter x Bucky **

**Peter x Black Widow**

**Peter x White Tiger (Personally, I don't like this a whole lot, so it'll have to win by a bit to be chosen.)**

**Peter x no one (This is what was planned for the story and what I like best, but I'll add a relationship if people want one enough) **

**Updates will happen weekly, but I wanted to post another chapter early so that the word count would go up a bit. Next update will be on the 26, unless I'm feeling generous or pre-write more chapters than I intend to.**

**Have a nice week!**


	3. Chapter 3

The group of superheroes knew something was very wrong when they heard. Pain was evident in his cry clear as day. A deep pit had formed in each of their stomachs when he called out for their help. His friends had come rushing as fast as they could, knowing that he really was endangered. White Tiger, Scarlet Spider and Agent Venom were the first to enter the room that Spider-Man screamed from. Miles and Amadeus came in seconds later, closely followed by Sam and Harry. Luke was the last person to arrive. When they entered the room they heard the cry from, blood stained the floor. White Tiger ran up to it, placing two fingers in the crimson liquid. "It's recent. Very recent," She growled. "Hey! You guys might want to see this!" Called Flash, holding up two blood stained pieces of an arrow.

The shaft was broken in a messy, jagged break, with small shards of wood littering the ground. "The arrow looks like it was broken by the person it hit. The blood and breakage point means that he was probably hit from behind. Hmmm... Interesting, the arrow is broken, meaning he knew that just ripping it out of his body was worse than taking it out. It was done in the correct way, like how a doctor would do it, but fast," Observed Amadeus, inspecting the pieces of broken wood, "The blood suggests that someone, most likely Spider-Man, was shot and took it out in a hurry." "Does that mean Spidey ripped that out of his body? Because that is hardcore," Said Flash.

"Are you serious?! Spider-Man has just been injured and kidnapped by God knows who, and you're making jokes!" White Tiger roared angrily, her claws unsheathing. Flash shrunk down in fear of the angry woman. "We need to call this in," Said Amadeus in a daze. Ava placed her hand on her SHIELD communicator, claws now sheathed. "This is White Tiger contacting SHIELD. This is a Code Alpha Red 3-7. Spider-Man has been taken. I repeat, Spider-Man has been taken as a civilian."

_Time Skip_

"What. Happened?!" Demanded Director Fury loudly, his one eye narrowed. The rest of SHIELD Academy's students was in the large, plain room aboard the Tricarriar. None of them were in costume. Everyone looked uncomfortable about the loss of their friend and leader. "We were just goofing off by going to that old mansion outside of New York, you know, the one everyone says is haunted?" Nova began. "Yes, I do know of it. I also know that it is off limits to civilians," Fury responded. Nova shrunk down, rubbing the back of his neck.

"We decided to play hide and seek, test our stealth while having fun. When it was Peter's turn to seek, we all heard him scream and call for help," Miles carried on for Nova. White Tiger finished the rest for him, "When we got there, blood was on the floor and we found this-" Ava held up the broken arrow, handing it to Fury- "The room was completely empty and Spider-Man was gone without a trace."

Nick Fury inspected both pieces of the arrow. "This arrow looks like it was broken by whoever was shot with it. Smart that they broke the shaft the way they did, they must either have _some_ medical knowledge or just above average common sense. But, they did it too quick," The director commented offhandedly. "I noticed that too," Said Amadeus, "I believe that Spider-Man was shot, but removed the arrow. I just don't know _how_ he would even know how to do it properly. Other than maybe having the sense to figure out how to do it." Amadeus seemed annoyed that he didn't know something. "I can answer that," Said Harry, raising his hand sheepishly. "Well," Snapped Fury impatiently, "Spit it out." Harry looked embarrassed.

"Right. Well, contrary to your belief, Spider-Man is more street smart than you know. He has been openly doing the hero gig for _at_ _least_ two and a half years longer than any of us. A while ago, when I asked what he did when he got hurt before he joined up with SHIELD, he told me he researched how to treat various wounds and that he bandaged himself most of the time," Harry said. "Why did he never tell us?" Asked White Tiger, her arms crossed. She sounded mildly offended. "I can only think of two reasons," Said Patrioteer while holding up two fingers, "One, he isn't a doctor, he barely has enough knowledge to patch himself up, and that's _with_ his healing factor. And two, you guys never asked."

"We're wasting time!" Exploded Flash, startling many people in the room and causing a few of them to jump. Nova even fell to the ground, his arm having slid off the chair he had been leaning on. "We should be out looking for him! Not sitting in here talking!" Flash continued. Fury slowly turned to look at him. "And where exactly would you look. The people who took him were clearly skilled and most likely were not fools. They wouldn't be out in the open and I doubt you could find them just by "looking", as you put it," Fury said, his one eye narrowed. "Patience is the key to a clear mind. We will find him, my friend," Iron Fist said. Agent Venom opened his mouth to protest, but shut it. "If we can't look for him, then what will we do?" Asked Squirrel Girl, who had somehow managed to stay quiet until now.

"You will do nothing. SHIELD will investigate the arrow and the place where Spider-Man was taken," The Director of SHIELD told them. "Not Spider-Man," Amadeus said. "What?" Asked Fury, confused. A few other people were looking at him with the same puzzled gaze as Fury, while others looked like they understood what Amadeus was trying to say. "Spider-Man wasn't taken. Peter Parker was. Whatever happened, it happened to him as a civilian," Amadeus said. Fury nodded. "We will look into both Spider-Man and Peter Parker," He said before a thought crossed his mind, "Why were you even at that old house anyway? You were supposed to be training!"

Sam lowered his head in shame. It had been him who had suggested that they go to the abandoned house. "We were bored. I had heard about it and thought it would be a cool place to go. Plus, Spider-Man was working way too hard and he was still healing from the Hulk hitting him, he needed to relax a little. I thought we could just have some harmless fun," Nova murmured. Nick Fury sighed, rolling his eye while pinching the bridge of his nose. "I will inform you immediately if there is any progress or with the Spider-Man case. As of now though, you have weapons training with Agent Coulson. And whoever went to the house with Spider-Man has an extra hour of drills." Fury said walking out as the teens groaned.

* * *

Peter slowly blinked open heavy eyelids before closing them immediately due to the bright, red lights that invaded his sensitive vision. His foggy mind was barely able to ask: Why red? There was pain in his wrists and neck. Why was there pain in his wrists and neck? His chest was also hurting. Why was his chest hurting? He tried to remember what had happened, but it was like there was fog surrounding his head making his thoughts unclear. Spider-Man tested the light a few more times before he was finally able to keep his eyes open. Looking around, he was in a small room, about 6 by 8 with a hight of 10 feet. The most interesting thing about the room though, was that everything was painted an unnerving shade of red. It reminded him of blood.

Peter nearly panicked when he didn't have his mask. Did they, whoever _they_ were, know his identity. Then, a thought came to mind. He had been kidnapped outside of his superhero duties. His identity wasn't in jeopardy. He had been taken as a _civilian_. But why? What was so special about regular old Peter Parker? Unless they knew who Spider-Man was and decided it would be easier to take him as... well, _him_, rather than chasing him down while he was in costume. It made sense, but how would they know his identity in the first place? Assuming they knew his identity at all and that this wasn't just an incredibly convenient and lucky random attack. But, if it was random, why go after _him_ specifically? Why not Nova, or White Tiger? Or any of the other kids that were at the house? Not that he wanted them to be kidnapped! But, why even randomly attack _there_ of all places?

The teen tried to sit up, only to let out a hiss of pain when fire erupted in his shoulder, neck and wrists. Oh, right. Peter remembered now. He had been shot with an arrow... and sliced with a knife. Great times. Ignoring the pain, he stood up and began to walk around the cell. Well... as much as he could walk around with thick chains and metal bands around his wrists and neck. The bindings, like his new clothes, were also a deep red. The pain in his wrists and neck was more than there should've been. It felt like someone had sliced a circle around his wrists and neck... wait, why did his wrists hurt? He didn't remember being hurt there when he was taken. The pain in his neck at least made _some_ sense. He was slashed with a knife there.

Spider-Man looked down at his wrists and noticed drops of crimson dripping from under the steel restraints. He hissed in pain when he tried to remove his chains, electricity coursing through his body and what felt like spikes digging through his raw, sensitive skin. Peter concluded that there was most likely barbed wire, or some form of sharp fragments of metal, on the inside of his bindings, explaining the blood dripping from his wrists, the pain and the warm sticky feeling around his neck, upper back, chest and shoulders. He cursed in pain when he tries to jerk his bindings off. "Nope. Not doing that again," He muttered to himself, shaking like a leaf from the sensation the pain made.

Peter absently wondered why they made everything red. He had read about various psychological tortures in his spare time (don't ask) and he knew that color deprivation could cause serious damage over long periods of time, but the one color a person was allowed to see was typically white. He had sometimes heard about using blacks or various shades of grey, but never red or any other color like it. The chains on his neck were painfully digging into his raw, sensitive skin. Peter's hands moved to rip the collar off his neck, only to drop to the floor with a strangled, choking cry when the metal band seemingly tightened around his neck electrocuted him, this shock was stronger than last time's and the arachnid hero was left twitching on the ground after the powerful electric shock. His wrists/whole arms were left reeling when he jerked his bindings.

Peter growled loudly in annoyance from the pain and shakily stood up once again, nearly collapsing when his head began to spin. Spider-Man wondered just who exactly was holding him, and why. The hero began to pace the small cell to try and think of some reason as to why he was here. His chains rattled on the floor every step, but he was careful as to not jerk them too hard. Then, a thought came to mind. He tried to pop out his spikes.***** Peter could feel the bone uncomfortably scraping against the metal, but it couldn't break the painful, barbed bindings. He held back a howl of pain and irritation when the spikes in his wrists brushed against the metal shards digging into his flesh. Peter pushed his spikes back in and shuddered. Whatever that metal was, it was strong. Too strong to have been meant for a high school wimp. That means that they either knew he had powers, or knew he was Spider-Man, who is known for having superhuman strength. With a frustrated roar, he rammed his fist into the red wall. He wanted answers!

With a scream of pain, Peter fell to the ground. Electricity buzzing from the wall and all three of his manacles. The foul smell of singed flesh and the sharp crackle of the electricity assaulted his heightened senses. He could hear screaming. Was that him? Blue lightning arched around him as his cries grew louder. His muscles spasmed as hundreds of thousands of volts of electricity hit him like needles being plunged into every fiber of his self. Being in a metal room while wearing metal bindings didn't help much. Blood rushed from his neck and forearms because of him pulling on the chains with all his might. His pain fogged mind trying to free himself from the painful restraints. ******

The agony stopped. There was no longer any electricity. Spider-Man collapsed to the floor, sweating and panting. The edges of his vision were darkening and his hearing muted. He closed his eyes for what seemed like only a moment, but when he opened them, a large shadow stood in front of him. "Welcome to HYDRA, Spider," He spoke in a chilling voice. "W-wha," Peter couldn't form words. He thought he saw a ghost of a smile on the shadow's face before a boot came down on his head. His fogged mind could barely registered the pain as his world faded into black.

*** In this fanfiction, Spider-Man has six spikes made from his arm bone (three on each arm) that come out of the sides of his wrists and, like Wolverine's claws, can be sheathed. They aren't detected because they aren't separate bone, rather, his bone breaks itself and comes out of the skin. It doesn't hurt due to science reasons that I can't bother to look up. Each different lengths, the first being the shortest and the last being the longest. He doesn't use them because they are highly poisonous. He doesn't tell anyone is because he doesn't want the info getting out to his villains. It's a secret weapon. The spikes are ****incredibly strong/durable and can cut through some strong metal.**

**** Just thought that some people would like to know that the electricity that Spider-Man was shocked by was basically a synthesized version of getting struck by lightning. Spider-Man only survived because of his healing factor and superhuman durability.**

**What do you think the main parring should be:**

**Peter x Flash**

**Peter x Amadeus**

**Peter x Ben **

**SPIDEYPOOL!**

**Peter x MJ**

**Peter x Bucky **

**Peter x Black Widow**

**Peter x White Tiger (Personally, I don't like this a whole lot, so it'll have to win by a bit to be chosen.)**

**Peter x no one (This is what was planned for the story and what I like best, but I'll add a relationship if people want one enough) **

**Have a nice week!**


	4. Chapter 4

**Onward with the story! Warning, torture.**

Peter awoke strapped upright to an X. Or at least, strapped to what he assumed was an X, considering how he was bound with his hands split above him and his legs split below him. Peter pulled on his bindings only to discover that they were just as strong as the steel chains that held him in the red cell and that his wrists still hurt from the barbed wire in his previous bindings. Cool metal touched his back, he was shirtless, and only in boxers. His scar littered chest was exposed. That thought made his skin squirm. He felt exposed.

Spider-Man's eyes darted from place to place, trying to locate anyone who could possibly be in the room. He was slightly relieved when he saw no one, but that feeling was short lived when he realized the various chemicals and sharp knives lying around. It looked almost like a research lab. That thought filled him with both horror and dread. His heart hammered in his chest; threatening to burst out. He could feel cool metal bindings on his forearms, neck, his upper arms, his thighs and his ankles.

Suddenly, a large steel door opened. A man walked in. He was wearing a black lab coat and glasses. The crimson symbol of Hydra was sewn into both of the coat's shoulders. Spider-Man could tell he was tall with light brown hair in a buzzcut. Peter could feel his heart beat faster. "Who are you!?" He demanded, for once being too terrified for his usual witty quips. "Where am I? What are you going to do to me!?" The unknown man gave a small chuckle. "You were a hard man to find Subject Alpha 5,"***** He said. Peter cringed at his voice. It sounded like nails on a chalkboard. "Why. Am. I. Here?" He asked again, his voice a low, menacing growl. Peter didn't even ask about the odd way this man addressed him, even though he was curious, and largely offended.

"You are here because Hydra wants you here. Your purpose is to provide scientific enlightenment as to your unique powers and information on the organization you work for, SHIELD. When we are done with you, you will either be dead, or work for Hydra," The man said in a monotone voice as he inspected a syringe. "I. Will. Never. Work for you HYDRA goons! And I would never betray SHIELD!" Spider-Man shouted, his muscles tensing, straining to break out of his restraints. "That's what they all say... At first," The man said with a sinister grin as he shifted the table Peter was on turning it from vertical to horizontal. Spider-Man immediately began to struggle harder, but was soon roughly injected with a strong sedative. With his enhanced metabolism, it wouldn't knock him out for long, but it _would_ knock him out. His eyes widened before they dropped and became glassed over while his frantic moves turned into small twitches and occasional jerks.

The man turned on a recording device. "This is the first experiment regarding new Project Arachne 5-3-4, codenamed Project Spider, concerning Subject Alpha 5, otherwise known as the vigilante Spider-Man, otherwise known as seventeen year old Peter Benjamin Parker. Known powers include: Superhuman strength, max limit, currently unknown. Superhuman speed, top speed, currently unknown. Superhuman hearing, the extent, unknown. Superhuman durability, the extent, unknown. Superhuman reflexes and agility, the extent, unknown. An enhanced metabolism, extent, unknown. Theorized powers include: A precognitive "Danger sense". Enhanced eyesight. A heightened sense of smell. Animal empathy, specifically towards arachnids. A mild healing factor, suspicion high, an arrow wound and a slash wound received just over 24 hours prior are healing at an increased rate, conformation close. Venom from enlarged canines that the subject appears to have, suspicions will soon be confirmed. Hydra is also unsure whether or not Subject Alpha 5's webbing is organic or synthetic. He has been seen using non-organic webbing such as what he calls "Taser webbing". Further research is required. More over, his ability to crawl on walls is interesting. Hydra is not sure whether this is a part of his abilities, or if technology in the gloves and boots allows him to stick and crawl on slick and vertical walls. Further research is required," The man said before moving his camera to get a better view of his subject, who was still sedated.

He continued speaking, "The DNA of Subject Alpha 5 has been used by Doctor Otto Octavius, also known as Doctor Octopus, to create the symbiotes known as Venom, Subject Beta 1, who is currently both in the HYDRA labs and bonded to Flash Thompson, also known and Agent Venom, and Anti-Venom, Subject Delta 3, who has no current host, as well as the goblin serum that resulted in the creation of the "Green Goblin", also known as Norman Osborn, while the third symbiote Carnage, Subject Gamma 2, was created by Norman Osborn and, like Subject Gamma 2, it has no current host. However, while powerful, each of the creations were as unstable and unpredictable as they are uncontrollable. Hydra has strands of each symbiote ****** and is working on creating a controlled version, however, they have killed many of the hosts we provide and drive the rest mad to the point of being useless and mentally crippled for the rest of their lives. Those subjects were disposed of. The goblin serum is being examined, but no attempt has been made to inject a subject. Exactly how Subject Alpha 5 received his powers is unknown, however, several theories have been made, further research is required. This experiment will be a test of his supposed healing factor, seeing how long it takes him to recover. I will also be taking blood for further analysis."

Spider-Man's metabolism had just burned through the sedative and he was trashing wildly. Blood began to drip from his wrists. He could hear the small droplets as they ran off the table and splashed to the floor. It was almost maddening, hearing your own blood flow from your body and onto the floor. The man moved over him with the syringe. "Let me go!" Spider-Man yelled. The man paid him no mind, tightening the straps more and more until Spider-Man couldn't move an inch before plunging the scalpel into his shoulder and drawing enough blood to completely fill the clear vile. The man placed the syringe on a nearby table, exchanging it for a scalpel. Peter dared not move, or even breathe, as the man dragged the small knife over his stomach, leaving behind a thin trail of blood.

The man wiped away the blood with a wet rag to observe the small, but long cut. It was healing slowly, but much faster than it should have been for any normal human. The skin had already began to knit itself together at the edges of the long cut. "Fascinating. It is nearly confirmed that Subject Alpha 5 has a superhuman healing factor, the full extent of which remains... unknown," The man said to his log. "I am not some test subject! I'm not your lab rat or guinea pig!" Peter roared indignantly, "I don't belong to you! You sick bastard I have a name! I have rights!" Peter knew why he was mad. Ignoring the fact that he was being used like some sick experiment; he hated being called "it" or "thing" or anything other than his name that dehumanized him. He didn't know why, but it was one of the quickest ways to rile him up. The man ignored him and Peter continued to try and break his bindings.

Out of nowhere, Spider-Man was violently shocked. He nearly screamed in surprise and pain as electricity surged into his bloodstream. "I would suggest you stop pulling on your restraints Subject Alpha 5," The man said in his dull, monotone voice, but something told the teen that this man would love to see him continue to struggle and get shocked. Peter ignored him and continued with his futile attempt to break the steel. Another quick electrical blast caused him to wince. The shock after that lasted much longer. The next one lasted for five minutes and caused him to scream. The last one brought tears to his eyes and forced him to stop, his muscles twitching and jerking as much as possible, but his eyes were still open, just clouded with pain and unshed tears. "Interesting. That was 1,236,139,453 volts of electricity. More than lightning, yet he is still conscious... somewhat. It appears that superhuman durability is now another ability of Subject Alpha 5 that needs to be further explored to be confirmed."

The man gripped a fistful of Spider-Man's brown hair and forced his head up. Peter's eyes twitched slightly and he weakly moaned in both pain and discomfort, but other than that, there was no reaction. The man harshly slammed Subject Alpha 5's head back down on the metal table. Spider-Man let out another weak groan as his head slumped to the side, stringy brown hair falling over now closed eyes. A lone trail of water dripped down his cheek. The man removed the bindings around his upper forearms, his neck and his thighs so that only his forearms and ankles were restrained. Subject Alpha 5 didn't so much as twitch at the removal of the hard, cool metal.

With great care and focus, the man began to drag the scalpel across Subject Alpha 5's bare skin, smiling sickly as he did so. The subject flinched at the contact of metal on skin, his eyes scrunching up, but not opening. The man cleaned the cut's he made as soon as he made them on his body. He didn't want corrupted data and the rubbing alcohol was bound to sting him. Each tear in the skin was a different length and depth. Some were long and deep, others short and shallow. The man smirked sinisterly, his eyes gleamed with malicious intent before he slowly dragged the scalpel over Subject Alpha 5's skin until he reached the still healing arrow wound in his shoulder and slammed the bloody blade in before quickly ripping it out.

The effect was instant. Subject Alpha 5 let out an inhuman shriek from the pain, his bright blue eyes instantly shooting open. Blood began gushing from the newly reopened wound, flowing over his chest and shoulder. He immediately began to thrash, his eyes were clouded with fear and pain. Understandable, considering the situation. That was when the man noticed that the metal holding Subject Alpha 5 was beginning to bend, giving off the telltale screeching sound of stretching metal. He feared that it may break. Quickly, the man grabbed a needle filled with a clear liquid and plunged it deep into the struggling superhuman's neck. Subject Alpha 5's body gave a few more jerks before it fell still.

"Interesting," The man murmured to himself while turning the camera off and removing the chip.******* He moved to a large computer in the far corner of the room and began to type out his written report, as well as download the footage. The screen flashed the words "Incoming call". Quickly, the man hit a button and a face appeared on the screen. "Sir," The scientist said respectfully with a bow of his head. The man gave no indication of respect nor pleasant greetings, instead, he got straight to the point.

"What have you found out thus far," The man on screen barked without any warmth. "Subject Alpha 5 has incredible strength! More than any of us thought before! He was able to nearly break the metal in a pained frenzy!" The scientist said excitedly. The man on screen growled lowly. "Anything else to report?" He drawled. "Yes. I have confirmed that Subject Alpha 5 does indeed possess a healing factor, the full extent of which I will be looking into. I have also concluded that the subject most likely has some form of superhuman durability. It survived a level 5 shock and was still semi-conscious. He is sedated for now," The scientist said, "I also would like to request reinforced chains to better hold the subject."

The man of screen narrowed his eyes. "Fine," He growled out, "Your request will be carried through. I will send guards to bring it back to its cell. You will have another session with him in 72 hours." The scientist looked confused. "72 hours?" He questioned, "What will happen to him then that is more important then my work!?" "_Remember_. _Your_. _Place_," The man on the screen growled in a low tone, his icy eyes narrowing. The scientist's eyes filled with fear as he let out a small whimper, lowering his head in submission. "As for your question... I wish to see how well the Spider does in the Arena."

*** Subject Alpha 5 does actually have a meaning. Subject is what he is. Alpha because he is the first of Venom, Carnage, Goblin and Anti-Venom. 5 because he was the 5th subject; Hydra having the symbiotes and Goblin serum before Spider-Man. The goblin serum has no name, but it is recognized as a subject. Also, the meanings behind the symbiotes names goes by the same logic that Spider-Man's name went by. **

**** The reason Agent Venom couldn't sense the symbiote is because it was part of the Venom that had boded to Spider-Man and then Harry. That strand was never part of Venom when it bonded to Flash, so Flash doesn't sense it. (I have no idea if this could actually happen or if it even makes sense, but just pretend it can and does.) Also, the strand of Carnage is from when Peter was Carnage, not from whatever bullshit happened in the Symbiote Saga. How Hydra would have a strand of that, I have no idea, but it's Hydra so let's all pretend that they could've and did get some of Carnage.**

***** I don't know how cameras work. What is wrong with me?**


	5. Chapter 5

The students and student-teachers of SHIELD Academy were a mess. It had only been a day since Spider-Man went missing, but it hit everyone hard. Peter was their teammate, leader, but more importantly, he was their friend. Peter had their backs in a fight, he was a shoulder to cry on when they needed it, he could make anyone feel better with his bright smile and he always put the needs of others before himself. It was the reason that everyone who met him and _truly_ got to know him liked him. His kindness and all around good natured personality were two of the main reasons that he has so many friends in the superhero community. Even Wolverine, Deadpool and the Hulks like him.

That's not to say he's soft in a fight. No, rile him up enough and he's as scary as the Hulks. Spider-Man was a protector, a guardian, by nature, he would never let his friends get hurt, and if they did, he would rein Hell on the person responsible. More often than not after a serious battle, the inhabitants of SHIELD Academy could find Spider-Man in the training room, punching the stone walls till his knuckles bleed. Sometimes, he did gymnastics instead, but that wasn't as common as seeing him slamming his already red fists into a redder wall. Most people knew to leave him be, though sometimes, some poor unlucky soul would get to close and be slammed into the wall. Spidy didn't mean to do it, they startled him!

The Avengers had also been brought in to help find the missing spider. Hulk was visibly upset that Peter was gone, his head tilted down. Most people didn't know that those two were actually very close. The big green giant had gone to the desert Vista Verde and smashed quite a bit until his team had calmed him down. Though, it should be noted that they themselves were also upset about the absence of Spider-Man and didn't try to stop the Hulk until Fury asked them to. Wolverine had also stopped by the tricarrier to see if he could find any smells that could lead to the kidnapper or kidnappers. When there were no smells for him to pick up, Wolverine went back to the X Mansion to ask Charles to use Cerebro. The newer residents of the academy were shocked that Spider-Man was so popular in the superhero world.

At the moment, Fury had called the Avengers, Agents of SMASH and the SHIELD Academy residents into a meeting. "Did you find anything?" A-Bomb questioned the second he entered the room. "Yeah, where Bug Man?" Asked Skaar. Fury shook his head. "Why are we here? I have a feeling it has to do with Spider-Man's disappearance, but what is it that requires all of us?" Asked Captain America, arms crossed with an eyebrow raised. This earned a nod of agreement from Red Hulk. "You got something better to do Rogers?" Asked Fury with his own raised eyebrow, "The reason I asked for you all to come is because, like the Captain said, I would like to speak to you about the details of Spider-Man's missing case file," Fury said. "Before we start, does anyone think they know anything that may be helpful?" No one came forward to speak. "Wonderful," He muttered sarcastically under his breath.

Fury sighed and began by saying, "Spider-Man was kidnapped while in his civilian identity, Peter Parker. We can not rule out the possibility that the attack was random, however that possibility is highly unlikely considering the nature of the attack and how needlessly complicated it was to be random. The more likely possibilities are that someone found out he has superhuman powers, they knew he was Spider-Man or this attack had nothing to do with superhero business and was indeed focused on Peter Parker, and not Spider-Man." "Why would anyone go after Peter though?" Asked Squirrel Girl.

"I was just getting to that," Said the director before continuing, "Peter is an accomplished chemist. He was the one who came up with the formula to create his own webs, that, despite our best efforts, SHIELD hasn't been able to identify. He refuses to share the exact chemicals with us, but he has on occasion helped out in our science division. A supervillain may be trying to use Peter for something," Fury told them, much to the surprise of Cloak, Dagger and Squirrel Girl. "Even I don't know how the webs work," Said Iron Spider, slightly peeved. "Kid's a genius in chemistry, tried to offer him a job on more than a few occasions. Never accepted though. Truly a shame," Iron Man said with a smile and chuckle.

"Moving on," Fury said, clearly annoyed with Stark, "We don't have much to go on in terms of evidence, but we do have spies looking into various criminal gangs and organizations. No ransom has been demanded yet. Wolverine is currently asking another mutant for help locating Spider-Man, but we don't know how effective that will be. Certain technology is sometimes capable of blocking out the finding capabilities of this person. In case Spider-Man or whoever took him contacts us, I will be assigning the SHIELD Academy students and teachers in shifts to watch the communication monitors 24/7. If any Avengers or Hulks would like to volunteer for a shift, be my guest."

"When Wolverine come back?" Asked Skaar. "Not sure," Said Fury, "But soon. Any questions or input?" Agent Venom raised his hand slightly. "The symbiote might be able to locate Peter*****," He said nervously. "How!" Demanded White Tiger, Scarlet Spider, Patrioteer, Kid Arachnid, the Hulks, Nova and Powerman before he could continue, their fiery gazes burning his very soul. "Well, Peter was Venom's first real host. And it was created from _his_ DNA. Venom still has a small mental bond with him from the first time they... met. I never thought much on this, but maybe I could tap into it and track him," Agent Venom explained.

"I say he should try it," Said She-Hulk with a shrug. The symbiote bonded human nodded and closed his eyes with a deep breath. His mind became focused on Spider-Man, only Spider-Man. He was all that mattered at the moment. Memories flashed through his head at what seemed like super speed, both the symbiote's and his own. He took another deep breath and searched harder. _Where are you __Spidey? _He thought. More memories ran through his head, but this time, they weren't his or Venom's. A life flashed by not his own, to fast to make out any details. All the scenes were blurs, indistinguishable and unrecognizable, all the scenes but one, a blood red room.

Venom let out a gasp as he was forcefully removed from the bond. He barely had time to register what looked like snapping fangs and flashing claws before his eyes snapped open and he stumbled backwards, barely managing to stay on his feet. Everyone was looking at him expectantly and maybe a bit confusedly. "Well," Hulk prompted in a deep gravely voice. "What'd ya see?" Asked Red Hulk impatiently. Venom's panicked breathing slowed and his wide eyes lowered. "I-I don't really know. It was all just a blur. Th-there was this room, a red room. That's all I could make out before something happened. I-it was like this _thing_ attacked me, forced me out," Flash said, shaking his head. The Avengers each glanced at Black Widow, who shook her head: no, this was something else.

"You try again?" Said Skaar. Agent Venom's eyes widened in a panic as he took a few steps back. "Oh no! No, no, no, no! I am not doing that again!" He yelled. "Why not?" Asked Iron Spider and White Tiger at the same time. "Did you not hear me the first time?" Venom asked sarcastically. "Something in his mind attacked my mind! I am _not_ going back in there," He lowered his voice, but was still emphasizing most of the words. "What would be in his mind that would attack you?" Asked She-Hulk skeptically, an eyebrow raised and one hand on her hip. "I don't know!" Agent Venom was back to frantic shouting.

"Peter has mental defenses," Fury said in realization. "What?" Asked Dagger. "Why?" Finished Cloak. "Spider-Man has gone up against more than a few mindreaders and telepaths in his years of being a hero, the first that comes to mind is Mesmero. I know that he asked one of the X-Men for help with mental shielding techniques, though which one he wouldn't tell me," Fury explained. "That makes sense," Iron Man and Iron Spider commented simultaneously "You could've thought to mention that!" Said Agent Venom, his voice accusing. "I didn't think much about it until now. And even then, I thought that his mind wouldn't have registered you as an attack and thus, wouldn't have attacked back," Fury defended himself, voice calm as ever. Agent Venom glared, but said nothing.

"Much as I hate to interrupt this argument, may we please move back to the topic at hand? Spider-Man," Asked Captain America. Many of the heroes nodded. "I told you, all I saw was a red room. Nothing more, nothing less. I couldn't make out any of the details," Flash said simply. Again, the Avengers looked to Black Widow. "I know what you're thinking and you thought wrong. This is something else," Black Widow said; eyes narrowed ever so slightly. "Care to elaborate on that?" Asked Patrioteer and Scarlet Spider at the same time. "No," Said Black Widow simply. And that was the end of that. No one- absolutely no one, argued with Black Widow.

"I've read in an old book that some people have used color deprivation as a form of psychological torture. Only letting a person see one color, but that color is almost always white and when it's not, it's gray or black," Iron Spider theorized, "Or it could just be something to obscure a door or exit. If everything is the same, then it's harder to find a way out. But why red, of all colors?" Most of the people in the room looked downright murderous when Iron Spider had said "torture", and the ones that didn't looked worried or puzzled. "But _why?_" Stressed Nova. "They could be trying to ex-exper-experiment on him," Kid Arachnid could barely choke the words out, and even then they sounded forced.

"What!" Demanded each of the Hulks loudly. Red and Hulk sounded pissed beyond belief, while She-Hulk sounded worried and Skaar and A-Bomb sounded absolutely outraged. Their intense gaze was entirely focused on Kid Arachnid, who shrank down in slight fear. "W-well Spider-Man's DNA h-has been used before to create V-Venom, Carnage, Anti-Venom-" Agent Venom involuntarily flinched at the name- "A-and the Green Goblin. Each of them were strong enough to go up against more than one big league superhero and come out on top. W-whoever took him could be trying t-to recreate them in a more controlled manner," Kid Arachnid explained with a slight stutter under the intense gazes of every person in the room.

"Ok, so what this meeting is basically trying to tell us is that we know _nothing_ about _where_ the Punk is, _why_ he was taken or _what's_ happening to him. Did I get that right?" Asked Scarlet Spider with his arms crossed over his chest. He was worried about his brother, though he wouldn't let it show too much. Fury let out a long sigh. "Tony, see what you can do to hack any files about Spider-Man-" Iron Man's face lit up "-that aren't SHIELD's," Fury said. The Avenger's face fell.

"Report back if you find anything. Nova, you have the first monitor watch from now until 5:30. Dagger, and Cloak if he wishes to come, will relieve you then and take the next shift until 7:00. Powerman will take the the next shift until 8:30. The order following that will be updated to your SHIELD watches in about one hour. If anyone wishes to trade out spots you are welcome to do so. If anyone is unable to come in for monitor duty without a good reason, you will have extra solo training. If you can't make it because of an acceptable reason, you will be fine. For now, you are dismissed," Fury said. Every hero left the room with a determination to find their friend in any way possible.

*** I know I said last chapter that he couldn't locate him, but this is different because A) Flash is using Venom to find Spider-Man, not another strand of Venom. B) Flash is concentrating as hard as he can. C) I know you may be saying that Venom bonded with a lot of people yet Flash can't sense them, well... Spider-Man was Venom's first true host, and Venom (In the Ultimate Spider-Man cartoon-verse that the main setting takes place in) was made from Spider-Man's blood. I've always thought that there was a deeper connection than the show explored.**

**PS, if anyone wants a chapter dedicated to Peter and Deadpool/Peter and Hulks/Peter and Wolverine bondage through flashbacks or a separate connected story of one-shots, then comment down bellow. **


	6. Chapter 6

The Spider Group couldn't sleep. No matter how hard they tried, they just couldn't drift off knowing that Spider-Man was out there, probably hurt, so they each gathered around each other, placed a few blankets and pillows on the floor and started to just talk. "Hey, Miles, what was your Spider-Man like?" Flash asked Miles, who looked down, sad but wearing a smile. "In some ways, he was like ours. Smart, funny, nerdy, charismatic... Blond," Miles said. Mouths hung open at the last comment. Miles sniggered at their expressions. "Wait! In your universe, Peter Parker, Spider-Man... Is blond?" Amadeus said in disbelief. "Yup!" Said Kid Arachnid with a snigger, "Now that I think about it though, he actually kinda looked like you Flash." "My entire life is a lie," Flash said overdramatically while lying down. Ben rolled his eyes with a snort, but even he too was amused.

"After all the insane shit we've done, the stuff we've been through, the things we've seen, and the Punk having blond hair is what makes your life a lie?" Asked Scarlet Spider with a raised eyebrow, but he was smiling. "Yes," Flash said, looking Ben in the eyes; his tone was dead serious. Ben was the first to crack, letting out a small chuckle while he shook his head. Flash smiled and laughed with his friend. "Did anyone else look different in your dimension?" Asked Amadeus. "Well... Doc Ock wasn't paralyzed, and was female," Miles said while laughing at the stunned expressions on everyone's faces.

"No. Freaking. Way." Said Flash in disbelief, his jaw hanging open. Scarlet Spider wore a similar expression. "Yes way," Miles said in conformation, struggling to keep a straight face. Scarlet Spider just shook his head. "I'm going to pretend that you never made that statement so that the images in my head will stop coming," Said Ben. "Changing this disturbing topic, remember that time Spidey and Hawkeye had a prank war, but he never got in trouble for it because no one could prove it was him doing the pranking? Even if we all knew it," Asked Amadeus with a laugh. "How could anyone forget? A lot of those pranks hit innocent bystanders. Mainly me!" Ben said, raising his voice slightly for his last two words. "Pu-lease, you are far from innocent, Scarlet," Flash said. "Not the point," Ben said with a scowl, crossing his arms and looking away.

"Yeah... While entertaining to see those two go after each other like that, I agree that there was lots of unfortunate collateral damage," Amadeus said. "What do you think Spider-Man's best prank was? And what do you think Hawkeye's best prank was?" Miles asked them with a Cheshire grin. "For Spidey, I think when he dyed Legolas' hair pink and blue and painted all over his body with that stuff he made. Remember how it didn't come off for a week? For Hawkeye, I think when he threw mints at Spider-Man because spiders don't like mints, though, I personally don't think Peter or Ben wanted Hawkeye alive after that," Flash said. "We didn't!" Yelled a slightly traumatized Ben. Ever since he, Miles and Spider-Man got their powers, they couldn't stand mints or lemons. A few other things set them off, but none of them were as bad as those two. "I personally agree with Flash for Spider-Man's best prank, but if we were talking Hawkeye? I'm pretty sure that him spraying Pete with silly string and asking him "How does it feel?" takes the cake," Amadeus said with a grin.

"You only think that last one was funny because you didn't get caught in the crossfire," Flash said. "Still thought it was funny though." Ben grumbled curses at Hawkeye under his breath. He had been standing right next to Spider-Man when he was sprayed. "Still sour about that Scarlet?" Amadeus teasingly asked Ben. "Yes," The hero said with his arms crossed. "You and Peter got him back though," Miles said. "I wish I could've seen that! Hawkeye was pissed, yet neither of you will tell us what happened!" Flash yelled. "What happens in pranking, stays in pranking," Ben said with a cheeky smirk. Every time anyone had asked Peter or Ben about that incident, they just smirked and said nothing. It had infuriated quite a few people who really wanted to know what happened, but it had infuriated Hawkeye more being the person it happened to.

"Remember when Peter hit White Tiger in the face with a snowball while we were doing winter training?" Asked Miles with a smirk. "She was pissed," Flash said, drawing out the last word with a slight laugh. "We ended up having a free for all snowball fight. I think... Harry won that right?" Flash nodded towards Amadeus. "Nicky was not to pleased about that," Ben said. "He made Spider-Man do the drill by himself later," Remembered Miles with a smile.

The brothers spent the night talking and sharing stories about both themselves and others. They laughed with each other and shared sadness when they thought about their missing comrade. When the sun rose the next morning. The students of SHIELD Academy found the Spider Family sleeping together on Mile's bunk. Each person sprawled out on top and underneath each other. Though some of them *Cough*Scarlet*Cough* would later deny it ever happening.

* * *

Peter woke up with a killer headache and pain all over his body. That seemed to be happening to him a lot lately. He let out a long moan of discomfort, rolling over onto his stomach. He couldn't open his eyes, and he wasn't really sure that he wanted to. He shakily got on his hands and knees before attempting to stand up. Pain flashed through his body and he collapsed back to the ground with a strangled scream. Everywhere hurt and his skull was pounding harder. Peter realized that he wasn't chained down and that he was only wearing his boxers. The cool metal was both a welcome and an unwelcome feeling on his bare body. The cold helped the wounds, but it also chilled him to the bone, causing him to shiver.

After a few moments of lying on the floor panting, Peter was able to crawl to the wall and sit up. His left arm subconsciously moved to his right shoulder. The teen opened his eyes. Everything was blurry and unfocused, but he could tell that he was back in that red cell. The teen moved his hand to his eyes and felt crusty dried blood. It was uncomfortable to say the least. Peter tried to rub it off, only for it to sting like hell. Someone had slashed his face with a sharp object. Wonderful. Spider-Man rested his pounding head back against the wall. He sighed in pleasure as the cool metal eased the pain in his head. Spider-Man tried to blink the fuzzy vision away, but he had no luck, the world remained blurred. Peter looked at his body when he felt blood seeping through his fingers. His eyebrows furrowed when he removed his hand from his shoulder. Peter didn't remember moving it there. Blood stained his palm red. Peter unsteadily got onto his feet, using the wall for support.

Peter gave a very long hiss of pain when his wounds were stretched along with his muscles. Spider-Man grunted, one of his eyes closing from the exertion. Sweat dripped down his forehead, trailing down to his neck. The teen clenched his jaw tightly. Peter's body ached all over from minor bloodloss, his legs wanted nothing more than to give out and he was cold. He could feel liquid running down his body and hear it dripping to the floor. Though, whether that was blood, sweat, or both was unknown to the spider themed hero. He gave another hiss of pain when he put more weight on the wall, his torn open skin brushing against the cool metal.

Peter took the time to carefully inspect the cuts that seemed to litter his body. It was a difficult task with his blurred vision, but he managed. He could see all of his prominent scars, and he knew the cuts that would heal, and the cuts that would never fully leave his skin. A few of the slash marks were almost healed, and others were slowly knitting themselves together, while others were still very, very red. He noticed that the red on his wrists was the most prominent damage, but he couldn't really look at his neck, so he had no clue how bad that was. Peter looked at his shoulder and winced. The would looked horrible. It was swelling, a black and blue bruise outlining it. The wound was now almost black in color, with tinges of green and yellow outlining the dark blood. Even though he couldn't see it in full detail, the wound looked quite gruesome. How had it gotten this bad? Oh, thats right... it was that man.

"What are you planning? I bet it's world domination. News flash, that was _so_ last year," Peter called out tauntingly to the room, his voice scratchy and painful to use. No one answered. "What do you want from me! I get that I'm amazing, but you could've just asked for an autograph if you wanted one!" Peter yelled out once again. A small shiver ran through Peter's body at the lack of a response. "If you wanna fight me then show yourself!" Spider-Man was hoping for any reaction at this point, even if it was a negative one. "Cowards! HYDRA scum! You could at least have the guts to face me!" The Webbed Warrior's throat was raw.

Spider-Man slowly crawled up the wall and sat upside down on the ceiling, finding that taunting them would only hurt himself. The hero was thinking, trying to remember what happened. He was in a room, strapped to a table. He remembered being sedated for a brief time; the world fading, blurring much like it was now, and the man cutting him, slicing into his exposed skin with knives. Then there was lightning. He shuddered as he remembered the electricity lapping at his blood, surging through his veins. He had heard screams, he thinks that they were his own, but that bit was fuzzy. He faintly remembered the scientist saying something. What it was, Peter couldn't remember. His mind had been in too much pain to care. Then he had felt his hair being pulled, but that feeling was far away. He had only managed a weak groan then. His mind went dark when the man slammed his limp head down on the steel table.

Peter didn't remember much after that, but a surging feeling of pain had entered his mind and he woke up for a brief second, only to black out. The teen let out a groan and held his head. The pounding in his skull was coming back. He closed his eyes and breathed in deeply. It didn't help. It was then that the hero spotted something. He squinted his eyes, trying to make out what it was, but his vision was severally blurry and he could barely make out anything that wasn't right in front of him. The only thing he could recognize was that whatever the object was, it was mostly grey. Peter sighed, curiosity consuming his thoughts, and clumsily dropped to the floor. He didn't crash, but his stumbled landing wasn't done nearly as gracefully as he could've done had he been in better shape.

The hero walked over to the blurry object, wanting to get a better view. He crouched down, inspecting it for about half a minute. He realized that it was food and water. Peter narrowed his damaged eyes in suspicion. He moved to the other end of his cell. He wouldn't eat that. He didn't trust HYDRA. They probably drugged the food. He closed his eyes and hugged his stomach. Peter wanted the food. He really did. The hero hadn't eaten since a few hours before his kidnapping, and with an enhanced metabolism like his, he needed the nutrients. But Peter was stubborn. The teen mournfully moved his steel gaze away from the tray.

Peter let out a long sigh as he lied down on the cool metal floor, careful not to disturb any of his wounds. He choose a fixed point to stare at while drifting away into his troubled thoughts. "They will find me. They will come," He murmured to himself. "They have too." He sounded so sure.

**Most, if not all, of the things Miles said about his dimension comes from the Into The Spiderverse Movie.**

**Also, can we get Spider-Man some help?**

**Spider-Man: You're the one doing this to me!  
**

**Author: That doesn't mean they can't help!**

**Spider-Man: This is _your_ story!**

**Author: Good point. Enjoy suffering.**


	7. Chapter 7

Spider-Man woke with a start. His bloodshot blue eyes were wide and sweat dripped down his forehead. Breathing heavily Peter tried to calm himself down. He then tried his best to stand on shaky legs. His throat burned with a lack of water and his empty stomach ached. Peter collapsed as soon as he stood. His vision was still blurred, but he could tell that his eyes were healing. Peter just lay there, unmoving. He didn't have the strength to stand, not with the infernal chains that were back on his wrists. Metal digging into his flesh, scraping against his bones. Peter growled at the annoyance of having the thick, heavy, chains, but at least his neck was free.

Peter raised a hand to his eyes. They were scarred and hurt, but healing. "Damn HYDRA," Peter muttered under his breath, his voice hoarse and in pain from lack of water. Peter gave a wince when rough coughing tore from his burning throat. Blood welled up in his mouth, but he painfully swallowed that back down. The teen glared in the direction he knew the food was in. He could tell that it was still there. His smell told him that much. Peter's stomach growled hungrily at the mere thought of something to eat, but Peter made no move to try and reach the food. He didn't trust HYDRA; not one bit. Still... the meal was tempting, and his mouth watered at the thought of eating and drinking something.

His wounds were healing too slow. Peter supposed it was because of the lack of food affecting his healing factor. After all, how he healed was a result of how much energy he has, and right now, he's out. Oh God, Peter wanted it; he truly did. Food seemed like heaven at the moment; even if it tasted bad or like nothing at all. Peter inched closer to the tray before stopping. "No," He told himself. "You can't trust anything HYDRA gives you. It's probably poisoned or drugged... or both," Peter said to himself. He regretted it, seeing as the burning in his throat came back worse. With one last mournful look at the food, Spider-Man tore his gaze away. He knew that with his enhanced metabolism he couldn't go as long as a normal human without food or water, but Peter'll be damned if he just gave up.

_*Time Skip*_

Only when Peter woke up, did he realize that he had fallen asleep. His eyes blearily cracked open and closed immediately due to the bright light. His head was pounding and his wrists were raw, but not weighed down. Slowly, Spider-Man blinked; his sensitive eyes taking in the light in small doses. When he could see without the brightness blinding him, he realized that he was in an odd, circular, grey brick room with a sandy floor. His eyesight wasn't completely healed, but it was about as good as the average person's at the moment. "What is with these people and their creepy rooms?" He asked himself; taking in the tall walls.

One thing Spider-Man realized, other than the fact that he was now in a sleeveless, black, HYDRA uniform, was that his cuts were healed and that he didn't feel weak anymore. Immediately, Peter looked to his arms. "IV marks*****," He muttered to himself. "Nutrients? Probably; I feel better and my cuts have healed. But anything else?" Peter questioned to himself. The Webbed Warrior took his time to walk around the room; examining every single detail that he could. In a bold move, he even slammed his fist into the wall. The brazen action proved to be a bad idea when electricity jumped at him. It wasn't as painful as past shocks, but it still made Peter violently curse and recoil.

Peter sighed and glared icily at his clothes. He gave a disgusted snarl at the HYDRA insignia on the vest and almost ripped it off. Unfortunately for Spider-Man, he didn't want to be naked for whatever they had planned. No matter how much he hated it, HYDRA clothes were better than no clothes. It didn't help that the material was heavy and that it rubbed against his skin in all the wrong ways. It was itchy and uncomfortable, but Spider-Man had worn worse. The fabric and design was almost the exact same as SHIELD's. It was meant for practicality, not comfort. With a sigh, Peter sat down and begrudgingly waited for something to happen.

The enhanced teen had expected a few things to happen, the walls opening and tigers leaping out at him was not one of those things. And yet... that's exactly what happened. With a yell of surprise, Peter jumped just in time to avoid the claws of the large predator. "What in the name of-" Peter was cut off when another tiger lunged for his throat, claws and fangs flashing. Quickly, the hero dodged, grabbing the tiger's fur and flinging it into the nearest wall. Growls and roars filled the dome-like room as Peter took in his attackers. His eyes widened. In front of him stood five tigers, most likely genetically enhanced due to their unnaturally large size of both body and claws/fangs.

"So... HYDRA," Peter quipped, as he punched a tiger that had lunged at him in the face, "Sending pussy cats to do your work? Kinda pathetic if you ask me. Real weak. To be honest, I expected more from the "most feared" criminal organization in the world." Spider-Man's next wisecrack, whatever it may have been, was cut off when a tiger slammed into him from behind, sending both of them tumbling to the ground. Peter saw stars from the harsh and unexpected impact; his breath being taken right from him. With a grunt of effort, he kicked the large animal in its underbelly, forcing it off him. It didn't get up. Spider-Man stood up breathing in deep wheezes, only to gasp in pain. His side had a large gash on it; the HYDRA vest torn. "Damn," He muttered to himself, one hand moving on instinct to cover the wound. No matter how much Peter wanted to rest his burning side (The sand didn't help) he had to keep fighting off the unusually large animals. "Is this to test my supposed "animal empathy"? Because if so, you should know that I don't have it!"

Multiple tigers lunged at him at the same time. Peter could barely dodge the big cats, his body twisting inhumanly to avoid being bitten or slashed. Peter slammed his fist into one's jaw, only to have his left leg be torn into by the fangs of another tiger. Peter screamed in pain and slammed the tiger to the ground, ripping it's jaws from his leg. Peter screamed violent curses at no one and everyone. A cracking sound rang through the arena, the tiger let out a loud roar of pain before falling silent. Peter's breathing quickened. He stood up, his right leg supporting most of his weight. Even then, his left leg burned with what little pressure he put on it. Peter grabbed the fur of the tiger that bit him and threw it at the approaching threats. Three tigers were hit and sent tumbling to the sandy ground. One tiger leapt at him from behind. It's claws dug deep in his back and its teeth sank into his shoulder.

Peter once again screamed in pain as his already weak knees buckled beneath him. Due to sheer force of will, Peter was able to shake the tiger off and stand. His back was haunched and his right arm hung limply at his side. His weight was shifted onto his right leg, while his left leg was covered in blood... Actually, most of his body was covered in blood and sand at this point; the grains of small rocks digging into the slashes on his skin, making the burning almost unbearable. Claws flashed in his vision; slashing his face. Everything went dark.

At first, Peter thought that he had blacked out, but he soon realized that he was very much conscious. His Spider Sense blared and he jumped to the right. His enhanced hearing told him that a heavy object, most likely a tiger, had landed where he had been mere moments prior to moving. He was blind. That realization hit him like a ton of bricks. He couldn't see. Spider-Man had little time to dwell on the thought that almost broke him inside. What if it was permanent? What if he could never see again?

His thoughts were cut off by the pounding of his head. Leaping into the air, Peter dodged a tiger's lunge, only to have to dance around multiple attacks that he couldn't see. Peter couldn't hit back, hell, he could barely dodge. The pain in his shoulder was too intense and his muscles were in agony from just moving. Sand had long since been flung into his face, causing him to cry out in pain. One of the worst parts about this was that Spider-Man was ready to die, he wasn't expecting to live. Something slammed into him, and everything went black.

* * *

"He lasted longer than most," The scientist commented to a screen showing the silhouetted figure of what appeared to be a man. "Indeed," Spoke the man. "What he said about his lack of animal empathy, could it be true? The tigers certainly showed no signs of restraint," The scientist spoke. "I am not sure. Maybe the ability only extends to arachnids, or... perhaps he is telling the truth and he doesn't have it at all," The man on the screen mused. "In any case, he will be useful. Run some more tests on him... See what makes him tick and how his spider powers affect his human side. Make him hurt," The man on the screen's voice held no remorse for condemning a child, it held no mercy towards the young boy he had taken prisoner. "With pleasure," The scientist drawled out, his voice filled with a sick lust for the pain he would cause.

*** I have no medical knowledge or training, so I don't know if IV's really do leave marks. If not... Then by the power of ****fanfiction, they do now!**


	8. Chapter 8

Peter didn't expect to wake up alive. He didn't expect to wake up at all after what had just happened in the grey arena. Maybe just be trapped in the endless dark void of death for the rest of his miserable eternity. But here he was. The confusion lasted longer than the shock of being alive. It wasn't _how_ was he alive? It was _why_ was he alive. They were using him for something; tests? It wasn't unlikely. They didn't seem all too interested in information... Yet. It was the lack of knowledge that terrified him; more so than any room. Though, looking around, Spider-Man was starting to hate the fact that pretty much every time he woke up, he was in a new room, sometimes with new clothing.

This time it was a large white room with high walls and dim, flickering lights. Peter once again inspected the new room, his fingers lightly trailing along the walls as he walked around, slowly taking in his odd surroundings. It was starting to become a habit. There were some odd panels on one of the walls that Pater made a note to stay away from. He wasn't chained and once again most of the gashes that covered his body were healed; leaving behind thick, swollen, white scars that stood out against his already pale skin. Though, his shoulder and thighs were sore and heavily bandaged. This time he was in a new outfit though. Peter wasn't wearing a shirt. His scarred and somewhat bandaged chest was completely exposed, making him feel slightly uncomfortable. Scars from over the years lined his torso, but his most recent wounds shone with a bright red gleam surrounding milky white marks. The pants he was wearing were less heavy and thick then the pants he was in last time.

Peter sighed and began to pace around the room; one lazy circle at a time. His eyes were casted downwards, but he never hit a single wall thanks to his enhanced senses. "What are they going to do now? What could possibly warrant him being here; in this room? "Every room has had a purpose, the red one is most likely my holding cell, the lab was a research room, the grey room was an arena-" Spider-Man involuntarily shuddered remembering the flashing claws and fangs, "- So what does this room do?" Much as the unknown bothered him as a scientist, Peter wasn't overly excited to find out the answer to his question. With a sigh, Peter slid down the wall to wait for something- no anything, to happen.

When nothing shot at him, when no one appeared, when not one single damn sound was heard! Peter didn't know whether to be relieved or disappointed. He decided on relieved. Peter, bored out of his mind after what seemed like hours doing nothing in a white room, jumped on the wall and started to do some acrobatics; flipping through the air and landing on various surfaces. He didn't care if he looked like an idiot, he didn't care if it was a dumb thing to do, waisting his energy like this. He was bored out of his. mind an damn him, but he needed to move, to do something, otherwise he'll go crazy just sitting and staring at the white.

Peter did this to try and keep himself entertained. The room was just sooo dull and boring, but at least it was rather large. The moving even helped him forget about the HYDRA uniform. It bugged Spider-Man that he didn't have his webshooters to do his aerial acrobatics with, but he was grateful to have any room to move around at all; the other rooms either restricted his movement, or made moving painful. "Man this is fun," Said Spider-Man, lazily hanging on the wall with one hand and both feet. "Wonder how long I was asleep," Peter murmured to himself; knowing that it took a somewhat long time to heal.

Peter nearly fell to the floor when electricity shocked him; painfully dragging him from his train of thought. "Gee, thanks Spider-Sense," He muttered to himself; his ability having only been activated less than a second before he was shocked. The arachnid themed hero jumped to the ground before the next shock could get him, but Peter saw the electricity arch on the spot that he was mere moments ago. "What the?" That was when gas began to fill the room. White fog poured in from unknown vents and Spider-Man panicked. Panicked, the Webbed Warrior quickly leapt into the air and onto the closest wall; only to be sent crashing down to the floor from a strong electrical discharge. Spider-Man tried not to breath, shaking and standing still with wide eyes, but it was a loosing battle. Eventually, the hero inhaled the gas.

* * *

**No, I will not be that author and cut away now. This will just switch to the viewing ****audience of evil scumbags. Enjoy!**

When the doctor pulled the lever to release the gas, he was curious as to how it would affect the former hero. Spiders and humans had different reactions to different drugs, stimulants and other components. So how would one of both react? The doctor watched through a glass panel that revealed itself when the gas was released. His gaze never wavered as he watched with sadistic silence as the white gas filled up more and more of the large room. He was waiting patiently for a response. Though, he doubted he would have to wait long.

The spider had tried to escape the gas by jumping on a wall. The doctor had smiled, nearly laughing, when electricity shot out and forced the panicked insect back into the ground... and into the gas. He could see Subject Alpha 5 panicking, he could see the way he shook in fear of the unknown gas that he knew would inevitably invade his body. He was trying so hard not to breath. Pity he was fighting a battle he could never win. Still, it impressed the scientist that he could hold his breath for as long as he was. Though, his time was almost up.

An inhuman shriek tore through the air. The man's lip curled ever so slightly in a smile as he saw the Spider's hands reaching up to claw at his throat. The Subject had breathed. Another animalistic scream filled the air. Subject Alpha 5 began to frantically throw himself at the walls, desperately trying to break the reinforced metal. His hands desperately clawing at the white walls creating a sound not unlike nails on a chalkboard. The had doctor turned off the electricity. This was getting interesting. Punch after punch landed on the steel walls, but none could break the strong metal. That didn't stop the subject from trying though. He seemed to be fueled by some unknown determination to get free from the white room. Just what was the gas doing to him? What was happening?

The scientist knew that something in the gas was getting to him. "But what is it?" The man questioned himself, his head tilted slightly. Subject Alpha 5 finally stopped ramming the wall. The man's eyes narrowed. The Spider took a few steps backwards, hands and head shaking. His shaky arms brought trembling hands to his head, as his fingers laced through messy brown hair. He seemed to be seeing something, his eyes darting frantically around the room. The scientist's lip curled upward ever so slightly. The Spider let out one more cry and began to claw at his throat again. His long nails drawing blood from newly ripped open skin. His hands trailed down its arms; leaving slashes in his skin that dripped red onto the white floor.

The Subject began to seize, froth coming from his mouth as he continued to claw at his own flesh. Subject Alpha 5's eyes were blank; rolled into the back of his head so that only white shone. Distressed choking noises came from the Subject's throat as he continued to froth at the mouth, the white substance dripping from his cheeks onto the floor. The noises coming from him almost sounded like whines, but the choking distorted most of the vocals. His screams had died down. They were most certainly still there, just silent, his mouth wide open as his body jerked. The Spider never stopped clawing at himself and his chest, neck, arms and face were almost completely coated in his own blood. The crimson leaked onto the white floor.

Suddenly, Subject Alpha 5's jerky movements abruptly stopped and he simply lay on the floor, motionless. His eyes were glossy and half-lidded, but open. The bottoms of his blue eyes could be seen, while the other half disappeared under his half closed eyelids. With a sigh, the man pulled a lever. All of the gas in the room began to be sucked into multiple vents across the room at a timely pace. The doctor's face was twisted in a smug, sadistic smile, he had all the time in the world. The Spider on the other hand, did not.

The scientist calmly stepped into the room at a deliberately slow pace when all the gas had dissipated. The man took a few pictures of the Subject's wounds and noted exactly how long and deep they were. He also took samples of the froth and blood that belonged to the subject; knowing it could prove useful. He touched the eyes of Subject Alpha 5; opening them and shining light into them. He received no reaction. Not even a twitch. The man kicked it in the ribs. Subject Alpha 5 was knocked away from him, and curled in on himself ever so slightly, but other than that, he displayed no signs of registering the hit.

With a cruel smile that was all teeth and no warmth, the man raised a 9mm pistol. A gunshot rang out; echoing in the room. Blood seeped from the Spider's thrice wounded shoulder. Even when a bullet pierced his bleeding shoulder, he made no movements or sounds. With a slightly disappointed sigh, the man placed the gun back in his black lab coat and walked back to the room. "I need two soldiers to bring Subject Alpha 5 to his cell. He is currently unresponsive," The man spoke into a device. He turned to work, not even batting an eye when to men came and roughly dragged the body of Spider-Man out of the once white, now slightly red room.

**Ok, this is probably one of my shorter chapters, but I like it. Please don't ask what the gas is, I have no idea. If anyone has any good ideas for what it _could_ be, comment below and I may use your explanation for something I'm planning later in the story.**


	9. Chapter 9

**Really sorry I haven't been updating as of late, so I'm going to update twice today. **

Peter was really, truly starting to truly loath the organization that had kidnapped him. They were cruel in more ways than he could've ever imagined and every single cell in his body wanted to rip them all apart. He had been beaten, drugged, starved, muzzled and tied up like some... some _animal_! Peter didn't think himself a prideful person, he actually liked to think he was rather humble, but these people were seriously getting under his skin. His blood was boiling with the mere memories of what they're doing to him.

One of the few things that even kept him somewhat sane was fighting the animals and occasional HYDRA soldiers in the grey arena. The sound of crunching bones and screams bothered him, yes, but it also reminded him that he wasn't the only one in pain. That, he too, could hurt those who hurt him. He never gave a finishing blow though. Peter would never take it that far, no matter what was happening to him, he would never loose himself so much as to take another life. Even if that other life was a HYDRA soldier who deserved it. Even if Peter wanted nothing more than to feel the blood dripping down his hands, warm on his skin as the screams died into silence and his heart stopped beating.

Peter shook his head to get rid of the poisonous thoughts. He wasn't a killer, nor would he ever lower himself so far as to be one. Still, having his bones broken only to heal the next day was almost driving him insane. His healing factor was what some might call a double edged sword. On one hand, yes, he didn't stay down long, on the other, however, he could feel every moment of his skin knitting itself together, of his bones moving in his body to reattach themselves. It was more painful than he let on to his friends.

The whippings were probably one of the worst things that had happened to him. His arms chained above him. The sick laughter of his torturer. Leather digging into the flesh of his back till bone was visible. Sometimes, they even laced the whip with poison or pepper juice. He remembered the way his back _burned_, when they poured alcohol on his fresh wound. He couldn't even think straight the following day. He was sure that his back was shredded and riddled with scars at this point.

Righteous anger burned in the pits of his stomach as he thought of the hell they've forced him through. Sleep was a luxury due to the constant pain... and even then, his dreams were haunted with his own screams as he burned in flames that weren't real. He couldn't remember the last time he even ate properly. Maybe it was the time before his last match in the grey arena. How long ago was that? An hour ago? A day? Maybe even a week? Time was tricky, and if Peter was being honest to himself, it didn't really matter anymore. Whether he was in here for a week or a month, he couldn't tell, so why should he care?

Tears welled in his eyes, but he blinked them away. How long _had_ he been gone? Was SHIELD looking for him? What about the Avengers or the X-Men? Hulk and his Smashers? Peter almost chuckled. He had made friends with the most unlikely bunch of heroes. Absently, he wondered what Deadpool was up to and let out a mad cackle. The Merc with a Mouth was most likely tearing through the streets of New York trying to find him. Deadpool was just like that. Then, there was Dare Devil, the other member of the "Red Team" as Deadpool called us. Peter wondered if he and Deadpool were working together, or if they had even spoken to each other since he disappeared.

Peter choked back a sob when he thought about his dear Aunt May. She was probably heartbroken. He was her last family... well, aside from Coulson, but that didn't exactly count. Did she know he was alive? Did she think that he was dead? "Aunt May," He whispered brokenly, tears leaking from the corners of his eyes. He wanted to break down and cry, to scream his pain for the world to hear... but he couldn't, because doing that would admit that they got to him, doing that would admit that he was breaking on the inside. Peter couldn't show weakness, no matter how much he wanted to.

The chains that restrained him had gotten thicker, but at least there were no more spikes on the inside. His neck was forced painfully low by a heavy steal collar that was chained to the floor, while his arms hung above him. He could barely move, and even then, even the smallest twitch sent fire throughout his entire body. He knew that he had sustained critical injuries when he was last awake and he could feel blood dripping down his body from unclosed and untreated wounds. The feeling of the sticky, warm liquid slowly moving down his back and neck sent shivers up his spine at the uncomfortable feeling.

He was shirtless, that much he could tell, but his lower body was so numb that he couldn't tell what (if anything) was covering his legs. Painfully, Peter's eyes cracked open. His vision was a deep red from the liquid trickling into his eyes. His head was pounding. Peter thought about the possibility of a concussion. It was certainly possible, what with everything spinning around him... wait spinning?

The room was looping in front of his eyes, walls closing in and shifting. Peter was sure that he felt the chains moving and he let out a disorientated cry as he tried to stand. His vision was blurring in and out of focus as more blood covered his face and the pounding in his skull was getting worse. Peter's moans of pain filled the room. He felt like his stomach was twisting itself into knots and his organs were doing flips in his body. With a heave, Peter threw up. Both bile and blood came from his mouth, splattering on the floor and filling the room with a pungent stink.

Peter choked up more blood and more bile as he breathed in heavily. His sides heaving as his whimpers filled the now still room. Everything hurt. Why did everything hurt? His thoughts became a jumbled mess as his breathing quickened. More bile was coughed up through his mouth and more blood dripped into his eyes, causing them to burn. He wasn't sure if he screamed or not. His hearing was fuzzy, and yet, it was like he could hear everything: the breathing of someone in the next room, guns firing, the heartbeat of the guard outside his room, the electricity crackling through the power cables. Everything was so dim, yet so clear. It was driving him insane.

He knew he was shaking. Or maybe he wasn't. Peter couldn't tell anymore and at this point he had stopped caring. Everything ached. He was on fire, yet submerged in water at the same time. Burning yet drowning. Hot yet cold. Ablaze yet freezing. He wasn't sure if he was whimpering or screaming. He wasn't sure if the liquid on his back was water or blood. He wasn't sure if the words he was hearing were coming out of his mouth or if they were only in his head. His eyes were open, shutting them only hurt him more with the blood present.

He thinks his fingers are twitching. Maybe they were cold? Did that make any sense? Peter thinks that he sighed. Or maybe the warm thing it wasn't air coming out of his mouth, but blood. Peter doesn't think it was blood. The room was spinning again. When did the room start spinning again? When did the room _stop_ spinning? He was so tired: tired of the beatings, tired of the drugs, tired of the fights, tired of HYDRA, tired of _pain_. Peter thinks a tear drips from one of his eyes. Peter thinks that he says "Please hurry. I don't like the pain.". Peter thinks he smiles. Peter thinks, but doesn't know.


	10. Chapter 10

**Begin Chapter 9**

It had been three weeks. Three long, agonizing weeks since Spider-Man had gone missing and no one knew where he was. SHIELD Academy was on edge and tensions ran high between peers. Fights had broken out regularly and everyone was on high alert. The Avengers were doing everything they could to help out, but they couldn't find anything either. Tony and Amadeus hacked into almost every government file with even the slightest reference to "Peter Parker" or "Spider-Man", but they found nothing. The two geniuses even went as far as to searching through files without the barest trace of Spider-Man in hopes of finding... well, _something, anything_! They found nothing. Disappointing, but not entirely unexpected.

SHIELD was grasping at straws trying to find a motive. Every one of their prisoners were questioned, even those without a direct link to Spider-Man. Nick Fury was pissed, even when he wouldn't show or admit it. He hated how someone could evade SHIELD for that long while holding captive a powerful and intelligent superhuman. Many people didn't know just how strong Spider-Man can be. Hell, Fury doesn't know just how strong Spider-Man could be, but he knows that the kid's stronger than most give him credit for. The director of SHIELD knows Peter has to pull his punches and hold back in most fights, lest he accidentally kill an opponent. He plays the underdog so that when it really counts, no one will be able to prepare for him.

Fury suspects that Peter is hiding powers. He suspects that Spider-Man hasn't told him everything. And, he knows why the kid did it. If SHIELD knew, it would be on file. If it was on file, it was hackable. If it was hacked, people would know. If people knew, he would lose the advantage. Whatever advantage it is. Nick isn't stupid, he isn't oblivious, he knows that Peter is sometimes scared that he could hurt someone, that he _would_ hurt someone. Fury understands the fear, but he sometimes wishes that the kid was more focused. He could've been one of SHIELD's best, but, much like Deadpool, he couldn't keep his mouth shut and follow orders. Fury sometimes marveled at the similarities the two shared. It was concerning to say the least. Nick fury sighed. If those two ever became friends, his life would become a living hell. Little did he know that it was a little two late to stop the two red spandex clad men to meet.

* * *

Dr. Connors probably knows more about Peter's powers than anyone else other than the Webslinger himself. He knows of the venom, of the spikes. He knows how Peter hates to use them because they aren't separate bones, but pieces of bone that rips from his Ulna bones; he knows it hurts every time the bone rips from his skin. Because of this, the bone is larger than average and the skin in his arms heals faster than any other part of his body. Connors knows that Peter can produce different types of venom. He knows there's acidic, sedatives, stimulants, hallucinogens, paralyzing agents and others. Peter hates extracting his own venom. He said it's uncomfortable. Because of this, neither of them know the full extent of this power.

Conners and Peter were close. They shared a certain bond due to their animalistic powers. Doc. Connors has often found himself spilling his guts to the hero on more than one occasion. Peter would listen. He wouldn't judge him when he cried. Peter would listen. He would comfort him. Dr. Connors had felt his heart twist into knots when he was told that Peter was missing. That he had been shot with an arrow and kidnapped. Connors had immediately began searching for his friend. Desperately hoping that Peter was alive and okay. Peter brought out the best in people. He brought out the best in him.

* * *

The original team was taking it hard. Ava had grown more aggressive and reclusive. Rarely being seen when she wasn't supposed to be. She was mostly out on the streets of New York, trying to find her friend. Nova wouldn't let anyone know that Spider-Man's disappearance was getting to him. He his his pain with jokes and playful insults, but everyone knew he was hurting inside. They all pretended they couldn't hear his sobs in the middle of the night. Luke spent most of his time training now. Destroying dummies and punching holes in walls. He and Peter weren't the closest of people, but there was a bond. It hurt more than he thought it would when the Webslinger was taken. Danny was probably the one who changed the least, but any change at all let you know that it hit him hard. Iron Fist was always a rock. Nothing fazed him, but this did. Danny had actually snapped at Squirrel Girl. That had shocked everyone present to their very cores.

The Web Warriors were also affected harshly. The one they considered their brother was taken from them. Amadeus was running himself into the ground; searching for any information on Spider-Man. None of his leads held any ground and it was eating him from the inside. He barely slept, didn't eat enough and drank an unhealthy amount of coffee. Agent Venom often went out on patrol with White Tiger. He tried using the symbiote to track Peter in a more controlled manner. Nothing came up and the two of them continued to put crocks in body casts. Miles was sinking into depression. He had lost one Peter Parker. He doesn't know what he would do if he lost another. He distanced himself, and barely talked to anyone. His sobs mixed in with Nova's at night. Ben was more protective of the other Spiders. There was rarely a time when he wasn't with one of them. Ben had taken up the role of big brother, and he was doing a good job at it.

* * *

Even though the newer recruits weren't as close to Spider-Man as his original team or the Webbed Warriors. They still mourned in their own ways. Many nights none of them got sleep. Sometimes they couldn't eat. Training was hard and _alien_ without Spider-Man's annoying quips and jokes. Classes were dull without Peter to get in trouble and distract them from the boring work. Sparring with the Avengers was half-hearted at the very best. Neither team could focus with the fate of Spider-Man unknown and oftentimes members were absent from both teams. Their fighting was sloppy and uncoordinated with their minds distracted. Even Hulk wasn't fighting as hard.

* * *

Captain America couldn't claim to know Peter Parker well, or at all. He had only ever met him as Spider-Man on a few separate occasions. He couldn't call the kid his friend. He knew of him only as an ally. But, he couldn't deny that he did like the kid. The hero had a heart of gold. He never let anything keep him down and he could be serious when need be. Steve had seen some of his fights on the news. The kid never joked when innocents were in harms way. He never joked when there were lives on the line. Captain America couldn't claim to know Peter Parker, but he knew Spider-Man was a true hero.

* * *

(Spidey's gone!) {We know that!} "Why did you leave me," Cried Deadpool overdramatically to the night sky. His mask was partially up and he was mournfully eating a taco, tears in his eyes. "Where are you, Spidey? I never even saw you kill your first bad guy! Not that you would, but you have in my mind!" (Yes, he has... Multiple times in fact) "Why have you done this to me FrozenFlames12? Why have you taken away my Little Spider! Tonight was Taco Night..." The last part was muttered out sadly. {She just wants us to suffer} "How do you know they're female?" {I just do!} "But how? You're in my head and we're both in a fictional story. How do we know if they're telling the truth? How do we know if they're even human!" (You're both ridiculous) {Aren't we all the same person?} (I'm not taking that back)

* * *

If you asked Thor about Spider-Man, he would exclaim how much of a warrior the Man of Spiders was. He would tell you that he fights with grace and agility that is unmatched by any other mortal that he had ever seen. Even some of the gods from his home would be outmatched by the flexibility of the Man of Spiders. Thor would say that Peter would make a fine Asgardian, and that he was a fun sparring partner. With his strength and nobility (and his sense of humor), Thor thought that he would fit in just fine in the halls of the gods. He was angered at the disappearance of a mortal that he liked. Thunder and lightning reined in the skies for days as a result of the Asguardian's anger.

* * *

Yellowjacket had been informed of Spider-Man's abduction about a week after it happened by Iron Man. He was surprised that Tony had come to him, after all, him and Spider-Man knowing each other wasn't exactly common knowledge. He had met him as Peter Parker and they had worked on a few science projects together before he found out about his friend being Spider-Man when he came in with multiple injuries. Peter was the only person to know who he was when he chose to become Yellowjacket.***** He didn't protest. He didn't try to stop him. He didn't tell the Avengers. He supported him by being the friend that Hank desperately needed. Yellowjacket realized that Iron Man hadn't known about him and Peter, but came to him for help. Yellowjacket joined in the search for the young hero. He was surprised Tony came to him, but he was glad.

* * *

Aunt May was devastated by her nephew's kidnapping. She had broken down in tears when the Webbed Warriors told her that Peter, her only remaining family, was missing. Peter was her child in every way that counted. It didn't matter that she wasn't his mother. It didn't mater that they weren't really related by blood. What mattered was that she and Ben raised him. She and Ben took care of him since he was young. Peter was alive. She knew it. He had to be. Because May didn't know what she would do if she was wrong.

* * *

The Agents of SMASH didn't really know what to do. They didn't really have true friends outside of their group. Spider-Man was one of the few objections to that rule. He had known Rick and She-Hulk even before they became part of the SMASHers. He even sometimes visited Hulk in Vista Verde to let of some steam. Red Hulk would deny that he liked the kid, but they all knew he was lying. Especially after Peter fixed and upgraded his guns. The SMASHers and Spider-Man sometimes hung out to hang out. It helped that, while not as strong as them, Spider-Man could keep up with their strength for the most part. Skaar and he got along well enough, but they didn't interact as much as the others. When Peter went missing, they practically tore apart their training room out of anger.

* * *

Hulk wasn't the closest to Spider-Man, but the two had a friendship, a bond. Spider-Man considered Hulk a close friend and Hulk returned the feelings. Both knew what it was like to be called a menace but still want to help people. Both knew what it was like to be hated by the people who's lives they save. They have both been called monsters, freaks. It was comforting, having someone to talk to as the Hulk. Having someone who accepted Hulk for Hulk, and wasn't scarred by him. It was nice for Hulk to have a friend. Spider-Man was Hulk's friend. Hulk's not Banner's.

*** In this, Yellowjacket existed for about 2 months before the Avengers found his true identity, this comes from Avengers: Earth's Mightiest Heroes.**

**If I made you cry or feel. Then I have ****accomplished what I set out to do with this chapter. My own eyes watered slightly when I wrote this. **

**Also, did I get Deadpool right? I've read him, but never really wrote him. Hope I didn't do too bad.**


	11. Chapter 11

**Shout out to Selkiesong22! I'm updating twice today for you! Hope you like it!**

Dr. Connors probably knows more about Peter's powers than anyone else other than the Webslinger himself. Peter hid most of his strengths, preferring to play the underdog, but Connors knew that in an all out, no holds bound fight he could go up against more than one Avenger and win. Of course, he probably couldn't take out the likes of Hulk and his SMASHers, or Thor, but against Hawkeye or Black Widow, maybe Captain America or Black Panther too, but that was somewhat pushing it for an all out brawl.

Dr. Connors put a hand on his chin in a thoughtful gesture. He absently wondered just how potent Peter's venom would be on a superhuman. Would it work on Captain America, who was practically immune to any and all toxins in regular lethal doses. He wondered if it would effect superhumans the same way it would effect regular humans, and then, there were mutants to factor in as well. Unfortunately, they didn't have, and couldn't use, test subjects to find an answer. The risk was too high, and Spider-Man probably wouldn't agree to it any way. Of course, some of Peter's powers were unknown or unconfirmed even when he openly talked about them.

One of Peter's lesser known powers that he shows off was his enhanced senses. Connors has been in the lab on more than one occasion when Peter had stumbled in in a daze, having been exposed to lights too bright, or sounds too loud, or smells too sharp. Connors had his own lab (without cameras), so Peter could always find a safe spot in his little hideout. When Peter recovered, the two would talk about anything and everything, though, more often than not, the topic ends up either becoming personal, or science. Dr. Connors now knew that Peter's favorite color was actually green, but he went with red and blue for the suit because he "couldn't find a way to make the green cool and spider-like at the time" *****. Connors had smiled at that one. Connors also knows that Peter sometimes cooks when he's home alone. He once brought Connors brownies.

Connors and Peter were close. They shared a certain bond due to their animalistic based powers. Doc. Connors has often found himself spilling his guts to the hero on more than one occasion. Peter would listen. Peter wouldn't judge him when he cried. He would comfort him. And in turn, Connors would do the same when needed. Dr. Connors had felt his heart twist itself into knots when he was told that Peter was missing. That he had been shot and kidnapped. Connors had immediately began searching for his friend, for the person he saw as a son. Desperately hoping that Peter was alive and ok. Peter brought out the best in people. He brought out the best in him.

_*Flashback*_

_Connors sprinted through the halls of the tricarrier, a worried look on his face. He ignored all the odd and quizzical looks he got from coworkers as he raced by them. The doctor rushed into his lab, looking around wildly for Peter. He heard a faint sobbing in the corner. Closing and locking the door, Connors jogged over to the corner to find Spider-Man, in uniform, haunched over, crying. "W-What's wrong?" He asked, not knowing how to handle the clearly depressed teen. _

_Then, a sharp, metallic smell hit his nose. It slammed into his senses like a freight train. "I-is that blood? Oh my God, Peter, are you bleeding!?" This only seemed to make Peter sob harder. "N-not my b-blood," He managed to choke out. "Ok.. umm," Connors said as he put a comforting hand on the teen's shoulder, only for Peter to pull him into a tight__ embrace, crying on his shoulder. "Shhhh. It's ok. Umm... why don't you just calm down and tell me what happened so that I can help you?" Connors asked, patting Peter's back__. With a few deep breaths, Peter calmed himself._

_"I-I hurt people. They were beating up a woman, t-trying to rape her,__ and I was just gonna go stop them, you know, nothing unusual or out of the norm, but I-I went too far. Everything was-it was all j-just _red_. Oh God, they were bleeding and I wanted to go further. I wanted their blood on my hands," Peter said, his eyes clouding over with tears. Curt Connors almost recoiled in shock and slight fear. Spider-Man wanted to kill a man? Why? "Look, what I'm about to tell you, no one knows. You can't tell anyone. Alright?" Peter asked him. Connors nodded. "__Ever since I got my powers, the-the urge to kill... I thought that you of all people would understand what it's like to-to-" Peter couldn't finish his sentence. "Are you telling me that you have animal instincts like the Lizard?" Curt asked. Not the best choice of words, considering the wince from Spider-Man, but he needed to know. _

_Peter shook his head, blinking his eyes to rid himself of unshed tears. "It's different, but at the same time, not. I have that-that predatory urge to hunt, to kill, but... I've researched both spiders and lizards, and based off of what you told me, it isn't the same thing. Similar, certainly, but not the same." "Where are those guys now?" Connors asked, switching the subject. "I called 911. Waited until an ambulance arrived. They're at the hospital," Peter replied, getting a bit calmer. "Did they see who attacked them? Could they tell that you were Spider-Man?" Doc. Connors questioned. It was tactless, but necessary. If word got out that Spider-Man put people in the hospital, not only would Fury be... well, furious, but the media would have a field day. "No, it would've been too dark for them to see little more than a shadow... Oh God what if Fury finds out?! What if my team finds out!? They'll hate me!"_

_Connors pushed Spider-Man out of the hug and sternly looked him in the eye, his hand resting firmly on Spider-Man's shoulder. "Listen here Peter, they are your friends. They won't judge you for this. And if they do, then they don't deserve to call you their friend." Spider-Man was finally able to breathe normally. "Thanks," He said with a smile. "Any other secret powers you'd like to tell me about...?" He had meant it as a sly joke, but he let out a shrill scream and stumbled backwards when three bone blades tore from Spider-Man's arm. The web slinger's laughter filled his ears as he blushed a bright red._

*** This is one of my weird headcanons, please don't judge me.**


	12. Chapter 12

**Shout out to Selkiesong22! I've updated twice today for you! Hope you like it!**

Spider-Man woke up with a major headache. His brain felt like it was going to beat itself out of his skull. It wasn't a pleasant feeling. Peter didn't even have the strength to force his eyes open; instead opting to keep them closed and hope he drifts of into unfeeling sleep once again. It didn't work. A groan tore from his throat, causing what felt like fire to burn in his mouth. Peter let out a dry cough, he was thirsty and without water. The boy let out a wince as he coughed once more, this time feeling something sticky and warm in his throat. Spider-Man spat on the ground. Even without opening his eyes he could tell that it was blood. The smell and taste of iron told him that much.

More blood welled up in his throat, causing him to cough violently and spit out more of the red, sticky liquid. Peter was still lying on his side, unmoving, blood trailing down one side of his mouth. He saw blackness, but what he heard was another story. There were two people outside the room. He could hear their hearts beating. A feral rage rose in him, goading him into silencing the beating hearts and drench himself in their blood. Spider-Man pushed the feeling away. He wasn't a killer. He would never be a killer.

Peter tried to force open his eyes, only to find them covered in a gauze. Slowly, he raised his hand to his eyes. The fabric was rough, not very comfortable, but he supposed that it must serve some purpose. "Why do I feel like I was hit by a freight train?" He asked himself, slowly sitting up. Even with the steady pace, Spider-Man's head span. The hero nearly passed out, but he composed himself quickly enough. Breathing was his main priority. 'In, out, in, out' is mind repeated over and over again. He breathed in and out through his mouth, taking in large gulps of air. His throat burned like fire, but the Spider ignored it.

Spider-Man had his back against the wall. His knees were curled up to his chest with his arms wrapped tightly around them. Peter brought his forehead to his knees and closed his eyes, even though he couldn't see either way. Something wet made it's way down his cheek. With a surprised thought, Spider-Man realized he was crying. And, for the first time since his Uncle Ben died, he let the tears flow. His shoulders shook as he silently cried. He could hear the dripping of tears as they fell to the floor. Fire ignited in Peter's throat, but he couldn't hold back the tears anymore.

Everything had come crashing down. He missed his friends. He missed his family. Hell, he even missed Fury. How long had he been here? Were they worried? Did they know he was alive? Did they think he was dead? He wondered what Aunt May was doing now. He wondered if she was sad because he was gone. Peter thought about his teammates. Danny was someone who would always listen. Luke would be the one to patrol with to blow off steam. Nova and him had grown closer; they often played games together. Ava was someone he could always count on to have his back.

What were they doing? Now that he was gone. Was Harry sad? And what about MJ? What was the cover story if he was missing for too long? Had he simply gone missing? Was he too sick to be seen? Was he with friends or out of state? Peter wondered if there even was a cover story, if enough time had passed for one to be made up. He didn't know how long he had been with HYDRA. He didn't even know where he was, or even if he was even in New York anymore. Hell, Peter didn't know if he was in the United States anymore. Somehow, he doubted it.

If HYDRA was smart, they would get him as far away as possible as fast as possible. SHIELD would search New York and surrounding places the most thoroughly at first before they moved to other places until they got a lead. It was to make sure that no one was 'hiding right under their noses', as they put it. Peter thought that it was both genius and stupid. Sure, many criminals had been arrested while trying that trick, but some were smart enough to get the hell out of Dodge when they had the chance. It made it annoyingly hard to find criminals who had fled because of how much time would have passed when SHIELD was searching. Sure, they searched other places simultaneously, but the most searching was done where the crime was.

Peter didn't realize when he stopped crying, he was too deep in thought to realize that. He thought about May's smile. How he might never see her again. He thought about what the endgame of HYDRA was. Did they want to make more of Venom? Did they want to control him like the Winter Soldier? Were they trying to find out what makes him tick? Did they want to see if his powers were transferable? Was it a combination of all? He hated to think about his powers in HYDRA's hands.

He wondered what HYDRA would do next. A test of strength? A test of speed? Of endurance? Perhaps a test of intellect? Or durability? Were they going to inject him with more drugs? Force him to go into the white room again and breath in that horrid gas? Peter let out an involuntary shudder at the thought of the large white room. His hands twitched. They were treating him like some animal. Like some lab rat that didn't have thought. He hated it. He hated them. They were using him. And he didn't want to be used.

Spider-Man growled at nothing. They were backing him into a corner. And a cornered animal was unpredictable. A cornered animal was desperate. A cornered animal fought till its last breath to get out. If they were going to treat him like an animal. Then he would show them not to corner him. He would wait. He would plan. He would play along. For now... until he was ready to strike. He wouldn't show them his powers. He wouldn't let them know of his other abilities. Not till he was ready to strike. Not till it would be too late.

Peter pushed down that feeling. He pushed down that plan. He wasn't a killer. No matter what his other side told him, he wasn't the predatory animal that bit him. He wouldn't kill. He never wanted to kill before he was bitten. He wouldn't kill now. He would get out without casualties. There was a reason Peter never wanted Connors to take Doc. Ock's serum. Other than the possibility that it could go wrong, Peter knew from experience the mental effects of being injected with the powers and instincts of a predator. The need to hunt was something he would never want Connors to face. Spider-Man fought crime to protect people, but that wasn't the only reason. He did it for the chase. For the hunt. Selfish as it was, in the early months, it kept him sane.

Peter hated himself for his instincts. He hated that it took him months to get them fully under his control. Sometimes he hated his powers. Sometimes he wanted to get rid of them, just to silence the voice in his head that never really spoke. But he couldn't get rid of them. They're imbedded in his DNA and they're the only thing keeping him alive. Without his healing factor, the radiation in his blood would slowly kill him. It was a morbid fact that both he and Dr. Connors sometimes wish they had been left in the dark about. To know that the thing that gave you strength, was also one of his greatest weaknesses.

"Why?" He asked himself. "Why?" He repeated to no one. Because he was theirs? He wasn't. Because they saw him like some animal? He was human. Because they though they had some sort or right? They don't.

Curling up into a ball, the boy once again began sobbing. This time he let himself be heard. His cries echoing in a cell that he couldn't see. Spider-Man was brave, Spider-Man was fearless, Spider-Man was strong, but Peter Parker was a coward, Peter Parker was terrified, Peter Parker wasn't Spider-Man, Peter Parker wasn't strong.

**Till next time! Love you readers!**


	13. Chapter 13

**Some of this may be improvised and made up. Don't take any of this as fact outside of this story.**

Spider-Man's villains had noticed the lack of the Webslinger as of late. They would have to be pretty oblivious as to not. To say most of them were confused as to why Spider-Man wasn't showing up to any of their crimes was an understatement. Most of them had never been in a period of time since Spider-Man's beginning where he wasn't active for more than a week. Some of Spider-Man's older foes though, know that this wasn't the first time Spider-Man has disappeared, but it was the most concerning. There was no big fight, no world ending catastrophe, no nothing. Everything was peaceful.

Otto Octavius knew Spider-Man was alive. Anyone who would've killed him would've hung up his lifeless corpse and bragged to the world that they were the one to kill the Spider. He had pissed of so many people that any villain who killed him would be praised as a hero. No, he had to be alive. Was he injured? No, he healed from broken bones in a matter of hours. Had he quit? Unlikely, there was no provocation, none that Otto knew of at least. Did Fury bench his favorite pet? It was also doubtful. Crime had spiked in New York and the streets were getting more and more violent. He was most likely kidnapped. But by who? For what purpose? Who would have the resources to capture and contain Spider-Man? It made no sense. Still... Spider-Man's disappearance wasn't his problem. What was his problem was the DNA stolen from one of his labs. Someone had taken something from him... and they would pay, dearly.

* * *

Norman Osborn stared in the mirror of his bathroom, eyes tired and face gaunt. It wasn't his reflection that he saw though. No, it was that of the Goblin. "He's gone! Now's the time to strike! I-_we_ could rule this world!" The Green Goblin tempted him, his voice leering. "No, I-I don't want that," Norman said stepping back from the reflective surface, shaking his head. Instead of mirroring his movements, Green Goblin simply remained still and crossed his arms while shaking his head in disappointment and tsking. "Why do you fight me?" He asked with a growl. "We are one in the same. I am you, and you... you are me. You'll always be nothing more than a monster. If we look the part, why not play it?" The Goblin's voice was smooth. Norman punched the mirror, shattering the image of the Green Goblin in glass and cutting his fist. He looked sideways at his fractured reflection, no longer was the Goblin in the mirror, he once again saw only his own face. Around him he could faintly hear the laughter of the Goblin, getting louder and louder.

* * *

Scorpion hated Spider-Man. He was the one who took his chance of Kinghood away from him when Iron Fist was blind and weak. He was the one who had dishonored him in front of all of K'un-Lun. Much as he hated the Spider, he knew the other was a warrior. He was childish and obnoxious, but he knew when to be serious. He was arrogant and disrespectful, but he knew how to be humble. He was loud and clumsy, but he knew how to be stealthy and agile. Scorpion wasn't humble. Scorpion wasn't like Spider-Man. They were opposites in many ways, but in some ways they were the same. Both outcasts. Both loners in their own rights. Both orphans, Spider-Man would never tell him, but Scorpion knew. Scorpion may have hated Spider-Man, but he also somewhat respected him.

* * *

Vulture could care less if Spider-Man was dead or alive. The 'hero' was nothing more than a pain in his side and had he been since day one. Vulture could barely get a good deal without Spider-Man swinging in to stop him and "save the day". Sure, it would've been nice to be the one who put the Spider down and hang his suit on his wall as a trophy, but so long as he was gone, it didn't matter what happened to the Wall Crawler. Adrian could care less if Spider-Man was 6 feet under or on a vacation, so long as he stayed out of his deals, the Vulture wouldn't question his luck.

* * *

Taskmaster sighed as he stared at a screen. "Such waisted potential," He muttered, shaking his head. "He could've been great with me, but he waisted everything on 'Fury' and 'SHIELD'. Pathetic!" Taskmaster sighed as he pressed a button on the computer. Another photo popped up. One of him, young and out of costume, smiling with four other people. A muscled, dark skinned man who was slightly above average hight. He wore a stoic face, but one side of his mouth was elevated in a smirk. A beautiful, pale skinned woman with long, wavy auburn hair and bright eyes. She was smiling brightly. Another man, this time with pale skin, brown eyes and short, neatly combed brown hair. He was smirking. A man with longer, messy brown hair and tan skin. He was smiling brightly with his wife. A lone tear slid down Taskmaster's face as he gently touched the screen with the photo. "I'm sorry, Richard, Mary. Fury got to him first. I failed you." Taskmaster spent the rest of the night on the roof, staring at the stars and thinking of what could have been if he had taken care of his godson.*****

* * *

Kraven the Hunter was absolutely furious. The Spider had vanished! He was gone! And Kraven wasn't the one to kill him. Kraven wasn't the one who made him disappear. 'No' Kraven thought reasonably. Spider-Man was alive. He was out there. He was still prey. Whoever took Spider-Man was skilled, Kraven would give them that, but Kraven was skilled too. Kraven was the master of this hunt. He lived for the chase. His hunt wasn't over, not even close. He was far from done with the infernal pest that denied him what was rightfully his. No, Spider-Man was alive. He was either a captive or in hiding. Either way, Kraven wouldn't rest, he wouldn't stop, until he killed the Spider himself. Even if it took him eternity, Spider-Man was his to kill! His alone! He would find him... and he will relish in his dying screams as he choked on his own blood.

* * *

Beetle was a mercenary. He did what he did for money or other means of profit. Nothing more, nothing less. He had no problem with killing or torture. He had no real problem with Spider-Man. The hero was simply nothing more than an incessant insect in his way. Sure, he would gladly skin the hero alive for fun if he got the chance, but seeking him out was pointless to his job unless the Wall Crawler got directly involved or was his target. Beetle knew Spider-Man was missing. How could he not? Beetle knew Spider-Man was missing, but he didn't care.

* * *

Black Cat would admit she was sad. She would happily say that she missed the Spider. Missed _her_ Spider. Peter was always fun. He always gave a good chase and even let her go sometimes when she hadn't done anything too bad. One time, he even helped her steal from Kingpin. That night, fire lit up the sky.****** It was beautiful. For a hero, he was a surprisingly good thief. Heck, he even let her keep most of the money. The rest went to an animal shelter. Ever since he joined SHIELD though... he'd been a bit distant. They didn't talk as much and he never let her keep anything. The Spider and the Cat. Such a strange pair. A hero and a thief. The forbidden friendship. Black Cat growled in distaste as she held up a shining ruby necklace. Without the Spider, it wasn't the same.

*** Please don't kill me for doing Taskmaster the way I did him. I mean, we never really get any backstory on him in the cartoon other than he once worked for SHIELD, he had a team, and that he hates Fury and Coulson. We also know from other comics that Peter's parents were SHIELD agents, or that they at least worked with the government. This is an actual headcanon of mine, so don't hate the story. Besides, I've hardly seen any fanfictions involving Taskmaster and Peter. I think I've seen one total. **

**So, ****Challenge to any authors, write a fanfic where Spider-Man is either related to Taskmaster, joins Taskmaster, or it is revealed that Taskmaster is his godfather or something. PM or comment me if you wanna take up the challenge.**

**** Anyone want a one-shot about Peter and Black Cat robbing Kingpin?**

**This chapter was made to bring a bit more depth into the villains Spider-Man faces, since I don't think a lot of them really got much in depth backstory in the show.**


	14. Chapter 14

Dusk was settling in New York city. Three figures leapt from rooftop to rooftop like they had done it all their lives, their forms shadowed by the setting sun. Each of them ran at speeds faster than any human could as they jumped impossible distances. None of them showed any signs of stopping till they got to where they wanted to go. "Approaching the target," The female told the others. "What's our ETA?" Asked a deeper voice, male. "Less than 5 minutes," Said the third one, another male. If you squinted, you could've seen the second form nod, even just barely. They returned to the silence they had before.

Their destination was what looked to be a warehouse, but they knew better than to assume that's what it truly is. More often than not, appearances deceive you... Or at least, that's what happens to heroes. "We're here," The female said, as she and her two companions stepped into clear light. They were White Tiger, Agent Venom and Scarlet Spider. "You sure this is the place?" Asked Flash as he stared at the building. The air was eerily silent. "Positive," Replied Scarlet, his arms crossed as he too gazed at their target.

White Tiger jumped off the edge of the building they were on, landing in a silent crouch. Both Agent Venom and Scarlet Spider followed her lead, landing beside her just as silently. Keeping to the shadows and not making a single noise, the three crept closer to the warehouse. Once they were against a back wall, Scarlet jumped to the roof, followed closely by Agent Venom doing the same thing while carrying White Tiger. The female of the group unsheathed her claws and placed them on the hot metal they stood on.

"Here?" She asked. Scarlet Spider felt his Spider Sense hum. He shook his head. Ava moved to another location. "Here?" Once again, Ben shook his head. The heroine moved to yet another location. "Here?" She asked for the third time. "Yes," Scarlet said nodding as he and Flash moved closer to White Tiger. The white clad heroine crouched down and dragged her claws in a circular motion. It was cleanly cut without a sound. Just before it could fall and clatter to the floor, Agent Venom placed a hand on the center of the circle. As expected, it stuck.

The three snuck through the hole and positioned themselves in the metal rafters. Agent Venom sealed up the hole with small amounts of his webbing as to not alert anyone due to the presence of light that shouldn't be there. The warehouse was brightly lit, but that would work to the advantage of the heroes. Due to the light, no one would look up, and the rafters were shrouded in darkness. It was the perfect spot to wait for an ambush. They waited silently for over an hour till their pray came into the open.

SHIELD had received intel that a weapons deal was going down tonight between two gangs. One of which was indirectly under the control of the Kingpin through many contacts and bribes. They were the ones selling illegal stolen weaponry. SHIELD had little intel on the buyers because they're fairly recent. Apparently, according to word on the street and more than one bloody crime scene, they're a cult who warship Satan, who want to cause as much anarchy as possible to appease their "God". The leader was said to have visions of the Devil himself, but this hasn't been confirmed nor denied, though it is doubted.***** White Tiger growled in disgust as both parties arrived. Kingpin's gang in classy street clothes, while the cultists wore ceremonial robes, most of which were pure black. However, the one who appeared to be the leader had red outlines and patterns sewn into the fabric and a pitchfork on the back of his robes.

"Snake," The cloaked man said simply, with a hint of warmth, but not much. "Arron," The leader of Kingpin's gang replied with a nod of his head. Formalities are everything. "Have you brought what we agreed?" Asked the cloaked man, now revealed to be Arron. Snake gave a silent nod and motioned to one of his men, who took out a large briefcase and opened it, showing off two guns, a sniper rifle and a machine gun. Bullets lined any free space in the case. The man holding the case closed it and placed it on a stack of nine other cases. A total of twenty guns if the rest of the merchandise was the same.

"Our payment?" Asked Snake, a cold edge to his tone. This time it was Arron who motioned to one of him men, who came out with a briefcase of their own. The man opened it, revealing a purple gem that seemed almost metallic. It was about the size of a fist. "The vibranium you requested," Arron spoke. Tiger's eyes widened. They had vibranium!? How!? Now was as good a time as any to make themselves known. With a silent hand signal to the other two, White Tiger leapt from the rafters, landing on Snake before she quickly sprung into action.

Gunshots immediately rang through the air as Snake's men took aim at the superhero. All three heroes flinched slightly from the loud noises that assaulted their heightened senses. Agent Venom and Scarlet Spider jumped down to help White Tiger, using their webbing to tie up criminals. Bullets ricocheted off the walls and floor, making it almost impossible for anyone in the building to dodge them. At least five men collapsed with bullet wounds from friendly fire. White Tiger's claws ripped through the barrel of a gun before she decked the holder square in the jaw. Agent Venom was webbing up the unconscious men, while Scarlet Spider was preventing anyone from getting away. Blood stained the floor, but White Tiger knew everyone was alive. She could hear everyone's heartbeats, and none of them have stopped.

It was over in less than five minutes, but it felt like an hour. None of the heroes had any serious injuries, but a bullet clipped White Tiger's shoulder and one of Scarlet's ears was bleeding under his mask. He would need to get that one checked out later. With a snarl, Ava stalked over to Snake, who was trying to crawl away like the scum he was. She kicked him in the ribs, sending him rolling across the floor. Her claws dug into his shoulder as she picked him up and slammed him into a support beam. It bent slightly under the force.

"Where's Spider-Man!" She snarled. "I have no idea what you're talking about," He said with confidence. Scarlet Spider and Agent Venom walked behind White Tiger and crossed their arms. "Oh really," Tiger drawled, her voice a menacing purr. "You _don't_ know about the superhero who hasn't been seen for over a month? You "don't know" that _my friend_ has been _taken_?" She spoke with a low growl. Her eyes behind her mask were filled with fire. The man, still confident, said, "I may have heard a few rumors... Why don't you give me something to jog my memory?" He gave her a sleazy grin and winked at her. "Not the smartest move, man," Flash commented.

Ava pulled him closer to her only to slam him back into the beam that he was pinned to. White Tiger's eyes narrowed under her mask, as she kneed him in his sacred spot. He would've sunk to the floor if Ava didn't hold him strait and force him to look her directly in the eye. She raised one of her hands in a strike, making sure he heard as her claws unsheathed. "One last chance! Where. Is. Spider-Man?!" The man, now having realized just how much trouble he was in, was quaking in place. "I would tell the lady," Flash said, his arms still crossed. "She can be quite temperamental..." Drawled Scarlet Spider, his arms now resting by his sides. "I-I don't know where, but I _have_ heard rumors!" White Tiger smirked and retracted her claws. "What kind of rumors," She asked in a sickly sweat purr, one of her hands gripping his face, claws harshly digging into his cheeks, while the other was placed firmly on his throat, cutting off his oxygen. She wasn't playing games, and Snake knew it.

White Tiger released him and threw him to the floor. He took only a few seconds to gain his breath before he started talking. "We-well, word on the street is that it was some sort of government or secret organization," Snake said, eyeing White Tiger wearily. "What kind of organization?" Scarlet Spider was the one who spoke this time, taking a few steps closer to Snake. "F-FBI, CIA, SHIELD, HYDRA! I don't know," He said quickly, rattling off recognizable names while shaking his head frantically. White Tiger slammed her heel into his skull, knocking him out instantly. "White Tiger to SHIELD. The mission has been completed. All members of both offending parties have been restrained and are ready for pick up. We also have minor intel on Spider-Man via a rumor the leader of Kingpin's gang heard. No telling how viable it is, but it's something," Ava said into her SHIELD communicator. "SHIELD is dispatching agents for collection. Return to the Triskelion for debriefing." White Tiger nodded and said, "Affirmative."

"Let's go home," White Tiger said, as they walked out of the building. The three were only seen as shadows as they swiftly jumped from roof to roof in the pale moonlight.

*** Anyone wanna guess who I'm talking about.**


	15. MAJOR EDITING

**Sorry for no word for so long, but I am very dissatisfied with the way this story is going. No, I'm not abandoning it, but there will be MAJOR EDITING on my part for the next few weeks. I plan to have the edited version out by March. 20 (2020) and the next chapter of the edited version out by March 25 (2020).**

**Here's what to expect:**

**More attention to detail**

**A clearer cannon**

**Me watching more of Ultimate Spider-Man because I never made it past season 2**

**A better continuing story, I know the first few chapters didn't make much sense together**

**More characters cut or added, I'm not sure yet**

**P.S. So sorry for the long wait, but I WILL finish this story. **


	16. Important Poll

I know, I promised I would update all my stories, but I'm a horrible lier. I'm just swamped with trying to write my in progress stories when I have so many other unpublished things I'm working on, so I'm opening a pull to see which of my stories should be updated and completed first or if I should publish a new story and finish that. The stories with the most votes will be worked on and finished in the order of how many votes they get. Voters have until June 1 so submit their opinion.


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